Web of Shadows
by The Pootamis
Summary: Based off of the video game Spider-Man Web of Shadows. Follow Spider-Man and Black Cat as they take a path down the dark side. Story inspired from the song War of Change by Thousand Foot Krutch.
1. Chapter 1

_What are you doing Felicia?_

An question that keeps racing through his mind. The very same question that has continued to echo through his head as he tries to keep pace with her through the city.

Tries to catch up to the one woman that has constantly been on his mind when she shouldn't. Her heroine known as Black Cat.

But she would always be Felicia to him. Felicia Hardy. A once famous burglar that had taken up the mantle her father had left behind.

Taken up the mantle until they had crossed paths. Until she had decided to help him watch over the city.

Help him take out the occasional goon now and then. Help stop a city wide panic from spreading. Help him take down one of the big man's heists ticked against his competitors.

But that leads up to why? Why did he just see her exiting out of his enemy's hideout? Why was she avoiding him like the plague right now?

A question that he wanted answered right now but that wouldn't stop him from enjoying the view in front of him right now.

Firing off another web out of his web shooter instantly connecting to a glass window on a nearby window catapulting himself off towards another building with a flick of his wrist once again Spiderman lands another web against a nearby building and swings himself around the corner that he had seen Black Cat disappear around.

Disappear to find her landing on a rooftop not that far away. A rooftop that he quickly makes his way over towards to only land down in a roll on the cold surface.

Land down in a roll only to be surrounded by darkness. A slightly chilling darkness. Darkness that he cautious glances around in looking for even the slightest of movement as he slowly takes a few steps forward.

" Here kitty,kitty,kitty."

Keeping his eyes constantly moving making his way over towards the edge of the roof looking down as he finds nothing but an empty alleyway down below just as he turns his body around instantly as his spider senses go off in a sudden move Spider-Man ducks his head down nearly avoiding be hit by an incoming high kick.

An kick that is quickly followed by another that forces him to raise up his right arm to block the strike before in a sudden move he pushes his attacker away only to watch her do a few flips to land a few feet away from him.

" Cat!? Cat what are you doing!?"

Feeling her lips curling upright slowly Black Cat rises up out of her kneeling position to look Spider-Man deep in his eyes.

" Hello lover. May i have this dance?"

Without giving him a chance to respond instantly Black Cat bursts from her spot to throw a right hook towards Spider-Man feeling her closed fist hitting nothing but air before she quickly whirls around to deliver a high kick only to watch him duck down avoiding her attack.

" Felicia!? Stop!"

Continuing her attack feeling every single one of her kicks hitting nothing but air whirling around the deliver a back elbow to him only to feel him catch her attack in his hand without having a chance to react Black Cat feels her arms being pinned down to her sides and his chest up against her back holding her in place.

A position that she can't help but smile at as she leans back relaxing into his embrace. Relaxes seeing him tilt his head slightly causing her lips to widen even more before slowly she leans her head forward towards his own.

Leans forward seeing him doing the same before in a sudden move rearing back she smashes her heel down hard onto his foot causing his hold around her to disappear as he hobbles back to hold his foot.

Hobbles back presenting her with an opening to kick out his leg from under him sending him to the cold surface before without giving him a chance to react she pounces on top of him pinning his hands over his head as she straddles his lap.

" That wasn't fair."

Smiling down towards his face leaning down to gently peck his cheek suddenly without having a chance to react Black Cat feels herself flying through the air when she feels him kneeing her in the behind only for her to catch herself a couple of feet away from the rooftop edge.

Snapping around as she sees Spider-Man leaping up to his feet rearing back just as she is about to charge forward instantly as she sees his suit change colors almost instantly Black Cat's eyes widen.

Colors that she had never seen on him before. Colors that she instantly liked seeing on him. Instantly liked seeing the red and blue of his costume replaced with black and white.

Instantly caused her attraction to the hero to deepen from seeing this sudden change causing her defenses to go down.

Causing them to go down just long enough for her to feel a web hitting her straight in the chest sending her soaring back and off the rooftop.

" Cat!?"

Racing over as fast as he can without any hesitation diving off the roof instantly as he spots Black Cat descending quickly down towards the empty alleyway increasing his speed to catch up with her in a sudden move Spider-Man wraps an arm around her waist as his other hand shoots off a web back up towards the roof.

A web that instantly connects causing their descend to halt drastically just a mere few feet from hitting up against an closed dumpster just underneath them.

Letting out a sigh in relief turning his attention over towards Cat just as he opens his mouth instantly Spider-Man lets out a groan when he feels himself landing back first on top of the dumpster with a tremendous thud with her on top of him just a mere second after he sees her cut his web with one of her claws in a swift motion.

A thud that could be heard echoing through the air as he groans in pain unaware of the weight leaving his chest.

Feeling his back aching opening his eyes to look around as he sees Black Cat quickly racing out of the alleyway reaching out only to retract his hand and place it down on his back slowly Spider-Man turns himself over to rest his back firmly on top of the dumpster.

" That hurt."

* * *

Ignoring the slight pain in the middle of his back swinging himself off into the distance towards a large penthouse building just overlooking the outskirts of the city shooting a web into the building without any delay Spider-Man swings himself over towards the building before reaching out he sticks his hands up against a wall and slowly makes his way up towards the very top.

Up towards the last floor of the building where he knew she would be. The residence of one Felicia Hardy.

One of the best places you could buy in town. Great view of just about anything. Best room service anyone could buy.

Best place to keep away hidden secrets and desires that you didn't want anyone to know about. A place that oddly felt like home to him.

A place that as he ascends up the last of the building and leaps over the railing to land on the smooth service he can't help but smile underneath his mask.

Smile seeing the personality of Felicia Hardy on full display. A glass table with two chairs stationed near the edge of the floor.

A place he could easily see her sitting at every morning to read the paper just planning her next heist. Just planning her next score.

Much like the treasures that he knew he could find inside of her room. Her greatest achievements hanging on display like trophies.

Something that was so Felicia to him. Not afraid to show everyone her personality. Not afraid to show her true self.

Something that he could only wish he had the courage to do. Have the courage to truly be himself. To truly be selfish for a change.

Much like she has wanted him to do with one request. To give up Peter Parker and just be Spider-Man. To embrace truly being the masked hero and not be ashamed of it.

To embrace that life with her. A request at the time he had to think long and hard about. Had to think about all of the people in his life.

Had to truly think if that was what he truly wanted. And at that time it wasn't. He couldn't give up being Peter Parker.

Not then anyways. A decision that lead them each down different paths. Lead her back down the crime path.

As for him? Well that was a whole different story.

" Felicia? You in there?"

Coming to a stop next to her closed off door reaching up gently Spider-Man knocks on the door.

" Here kitty,kitty…."

" I'm right here you idiot."

Snapping his head around instantly Spider-Man jumps back slightly in shock when he sees Black Cat sitting on the bottom step with her hands on her knees.

" Are you okay? I'm not sure what's going on…."

" I'm a screw up okay?"

" You think? You do a heist for Kingpin. Try to kill me…."

In a sudden move snapping up to her feet Black Cat makes her way to stand within inches away from Spider-Man.

" I was working from the inside. I got in over my head and i couldn't get out of it then you show up way too early and i get this huge rush from seeing you…."

" You attacked me and what do you mean i showed up too early?"

" I was doing it for you so that you would see that we were made for each other."

Suddenly as he sees her head bowing down to look towards the ground Spider-Man can't help but do the same.

" Oh i'm sorry. I had no idea you still felt that way."

" Really!? Well guess what? I still do. I still love you."

Letting out a sigh Black Cat throws her head back in frustration before slowly she starts to pace around.

" Look at us. Wearing these stupid masks. Who are we really? We have all these powers and act like we're ashamed of them."

Shaking her head turning to look back towards him reaching out gently Black Cat lays a hand down on his cheek.

" I once asked you this but i didn't think that you were truly ready. I know Peter about everything. I know about how hard of a year you've had.

Losing your aunt feeling absolutely useless to help her despite the amazing abilities you possess. She would want you to be happy.

Right now despite that ridiculous mask, I know that you're not happy. I know about how you and the red head have a rocky relationship right now at best.

I know that you visit your aunt's and uncle's grave each and every single day. They wouldn't want this for you.

They would want you to be happy. Be with me. Let me take care of you. This whole place. Everything that you see around you can be ours.

Just embrace this side of yourself like i have. Embrace being Spider-Man and be proud of it not ashamed of it.

Join me. Wake up every single morning next to me. Breathe with me as if it was your last. Embrace the side of yourself that has been calling out to you for so long."

Words that he knew to be so true. Words that was like a stab to his chest. A pain of the truth. This year had been the longest of his life.

All starting with his aunt. His beloved Aunt May. An aunt that he had watched with a heavy heart be diagnosed with cancer in an already late stage when he had taken her to the hospital one day when she wasn't feeling well.

A stage that he had watched her painfully try to carry on with a smile for the remaining months she had left on this Earth.

Months that went by too fast. Months that were so painful. So painful to watch his last living parent die slowly.

So painful he couldn't talk to anyone for a while. Couldn't allow anyone in. Couldn't allow anyone to see him so vulnerable.

Not even Mary Jane. His girlfriend at the time. A woman that he could talk many things with. But not this.

A strain that had quickly lead to a crack in their relationship followed by another. Then another to the point where they were not seeing each other at the moment with only a promise of needing to find themselves giving the other hope one day they could be together again.

A blind hope with only one major obstacle in their way. The woman in front of him. A woman that even from afar he knew deep down was still looking out for him.

Was making sure that even if she wasn't there that he would be okay by doing some of the mysterious things that he couldn't figure out for a while who was responsible.

Things like his rent being mysterious paid for without him knowing. How sometimes when he would fall asleep next to this aunt's grave he would find himself covered up with a blanket with only the memory of seeing a glimpse of white and silver hair moving away.

Glimpses that instantly solved the mystery of who was looking out for him. The very same woman that stares deep into his eyes now just pleading with him.

Just pleading to listen to her voice. Just pleading to listen to her words. Words that made so much sense.

Has made his heart beat faster in his chest as he stares into her eyes. Eyes just begging for him to take this leap of faith with her.

Just begging to be given a chance. A chance that would change everything. Change the makeup of who he is.

The makeup of what he used to be if he so chose. To leave another life behind in exchange for a fresh start.

In exchange for a new start with the woman of his dreams in his arms. But what choice would he make?

Remaining motionless just staring into his eyes feeling her heart racing with every passing second she waits suddenly as she sees movement coming out of the corner of her eye slowly with a held breathe Black Cat watches Spider-Man reach up to grab the bottom of his mask with his right hand as she feels his left circling around her waist gently.

An motion that causes her eyes to widen slightly and her heart to race even faster as she watches him rip the mask off to stare at her with watery eyes before instantly her eyes go wide as saucers when she sees him dropping his mask down to the ground.

Turning her eyes back up to meet his own suddenly without having a chance to react a lone tear escapes Black Cat's eyes as she feels his lips pressed against her own before in a sudden motion she feels herself being pulled into his chest and his hand resting firmly down on her ass as her hands wrap around the back of his neck.


	2. Chapter 2

Letting out a silent yawn feeling a small ray of light making its way through his closed eyelids cracking open his eyes to glare over towards the open doorway leading to the balcony outside where the sun could be seen off into the distance burying his head back down on the pillow underneath his rolling over to his side feeling his arm pinned underneath something soft and warm hearing the sound of a giggle coming from a few inches away cracking his eyes open once again as he finds a smiling face staring back at him despite her eyes barely open returning the smile closing his eyes once again after a few seconds instantly Peter snaps open his eyes.

Snaps his eyes open to find a pair of green eyes staring happily at him. A pair of eyes that he can't help but feel himself smiling back towards as he feels her lips pressing gently to his own while he feels her hand roaming down his bare chest.

Feels her hand gently roaming even more downward underneath their shared blanket. The only thing hiding the true beauty of one Felicia Hardy.

The amazing body of The Black Cat that he had explored for hours the previous night. Explored what made her surprisingly purr like crazy. But hey she was a cat after all.

The body belonging to a true goddess. At least it did in his eyes anyways. A woman that made sure to keep herself in shape.

Made sure to keep up her womanly figure. Selfishly he thought just maybe she did it for just him. A selfish thought but a thought that only would make him smile inside just thinking about how much she truly cares about him.

Cares so much to even be willing to wait for the right time to be together. Even if it was for the rest of her life.

A sacrifice that he would make sure to repay. Would make sure to repay for what she was willing to do for him.

Make sure to repay her the kindness and loyalty that she has given him. Just like how he would repay her for what she is doing now causing him to groan as her hand finds its intended target.

" Just think baby. Together we can be whatever we want."

Instantly as he feels her hand starting to stroke his shaft slowly letting out a groan Peter lays his head back further in his pillow not catching the grin across Felicia's face.

" Free from want."

Keeping her eyes trained on his face slowly Felicia quickens her pace causing his eyes to snap shut as she hears him trying to suppress groans of pleasure.

" Free from responsibilities."

Unable to keep the pleased smile from coming across her face reaching out in a sudden move Felicia flips the blanket over the side of the bed and slowly maneuvers herself downward until she is resting between his legs.

" Free to have fun. You do like to have fun don't you?"

Nodding his head right as he opens his eyes instantly Peter snaps his eyes shut as he feels himself entering inside of her before slowly as if his body is acting on instinct wrapping his arms around her waist slowly he starts to pump in and out of her causing him to hear her letting out moans from above.

" You're….right. I….could….use….a….little….more….fun….in….my….life."

Unable to speak a single word but to concentrate on the pleasure she is receiving from the only man that could give it to her nodding her head leaning down gently Felicia captures his lips once again only to pull back to let out a moan when she feels him quickening his pace.

" I promise you this whole city is yours."

" No….Cat. It's….ours."

Feeling her lips curling up into a wide smile reaching down Felicia wraps her arms around the back of his neck and pulls his head up towards her before she brings him into a deep kiss as she feels him repositioning himself to sit upright as his hands work themselves to hold firmly onto his ass cheeks.

" And i know just who to take it from."

" Mmm….big guy wearing a cravat?"

Letting out a giggle only to throw her head back with a wide smile as she feels her ass being smacked that echoes through the bedroom with a nod slowly Felicia turns her head back down to capture Peter's lips once again with her own.

" That's right."

* * *

The Rolling Sevens Gang. A group of so many individuals. So many misguided individuals. Individuals that could be seen scattered all around their hideout.

Some drinking at a few tables with some of their fellow gang members. Others enjoying some female company with their actions doing the talking.

An busy scene. A scene that none were aware of the black blob that was slowly making its way underneath the cracks of the closed off door leading into the hideout.

A black blob that slowly starts to reform into an being. An being that was feared by all. An being whose eyes slowly open up to stare down towards an unexpecting victim that continues to play pool despite the danger behind him.

An victim that instantly feels a presence behind him as he tries to rear back and shoot only to feel the end of his pool cue hitting something hard.

Hitting something wet. Hitting something that is making his cue stay in place despite his best effort to pull back the que.

Turning his head as he finds himself staring into the eyes of a massive creature twice the size of any man behind him with a long red tongue coming out of his mouth before he has a chance to react the gang member's world goes black.

Hearing the sound of a small thud coming from behind breaking off the kiss to her company on this evening turning her head as she finds some kind of large black creature hovering over a fallen gang member that is slowly starting to disappear as though it was being absorbed by some kind of black substance instantly a young woman lets out a scream causing everyone in the hideout to snap their heads up to look in her direction.

Snapping his head around finding every single gang member inside of the room looking straight at him with horrified and frightened looks with some even reaching into their jackets for their firearms feeling his lips curling up instantly Venom lets out an ear piercing scream as he unleashes a massive wave of tendrils across the room.

Tendrils that land against their tended marks. Some going straight down the throats of screaming women causing their screams to silence as they slowly start to suffocate.

Others landing clean against chests and arms of gang members only to cause them to let out screams of pain when the tendrils transform into spikes that go straight through each of their body parts.

Screams that could be muffled as gunfire lights up the area causing random bullets to smash up against the ceiling and walls destroying everything in their path.

Destroying everything that was hanging across the walls. Destroying organs and bones as random bullets hit against unexpecting gang members causing them to fall.

An destructive scene. An scene where a grinning Venom looks on with absolute pleasure as his long red tongue swirls around in the air.

An tongue that he slowly uses as he turns his sight upon a trapped gang member that lies down on the floor boards bleeding from an open wound to give a long lick across the member's face only sensing intense fear coming from the man below him before instantly he lets out an ear piercing scream.


	3. Chapter 3

Making sure to keep herself perfectly still in the shadows provided to her looking on from her hiding place as she watches her target continue to work at his work bench completely oblivious to everything going on around him feeling her lips flickering upward with her interest only increasing with every single passing second she watches him work silenting awaiting in her hiding spot Black Cat continues to watch the man in front of her.

A truly bizarre man in her eyes. An older man that from what she could see was working on finishing repairs to his suit.

An suit that could be soaring through the skies of New York City on most days. Soaring high up in the sky amongst the clouds.

Wings of pure metal. Wings that she has seen unleash numerous projectiles. Projectiles of small guided missiles.

Missles that would destroy anything they came in contact with leaving only carnage behind. Leave buildings in shambles.

Leave monuments into nothing more than afterthoughts. Truly powerful weapons. Truly powerful instruments of destruction.

Much like the wings themselves. Wings that could cut through anything they made contact with. Wings that are twice the size of any man that she has ever come across.

Wings that shine brightly at her now as she watches this mad scientist continue his work. Continue his life's work from the safety of his work station.

A man that goes by the name Vulture. A true mad scientist much like another weirdo with metal arms that would make appearances now and then in the city.

A scientist that thinks he's safe inside of this makeshift laboratory that has been provided to him by his boss.

Or at least that what he thought anyways. In reality he was already beat. A reality that makes Black Cat smile from the shadows like the cat that caught the canary.

A smile that is contingues. A smile that has come across her face so many times despite her best to keep it under control.

The smile of pure happiness. Something she has never experienced before in her entire life. To truly feel whole.

To feel as though for once everything was looking up for her. All thanks to one thing happening. Her one desire in life.

The desire to finally be with him. To finally be with The Spider-Man. A man that she has always been intrigued by.

A hero that she has always watched from afar. Sometimes even helping him take down men like baldy here.

Other times to help him take down some low level crooks just to see him in action. To see her true hero in action doing the thing that he does best.

A scene that would always make her want him. Make her want to take him up to her pent house and scream out his name all night long.

Just like what had happened on the previous night and for most of this day. To be with him sharing so many intimate moments.

Sharing her bed with him like she always wanted before. Always wanted to wake up in his arms. Always wanted to be loved by this man.

Even though he hadn't said the words yet his eyes told her everything that she needed to know. Showed her how much he truly cares about her.

Showed her that he shared the very same desires as her. Desires that have been with her for so long. Desires she has waited to take over him as she watched him from afar.

Watched his life become true turmoil with moments that truly broke her heart from seeing him in such pain.

Broke her heart watching him in so much pain as his last living parent was put to rest. Broke her heart seeing the look on his face as the coffin was lowered into the ground.

A look that made her want to go over and wrap him in her arms. To protect him from this world that she knew could be so cruel.

To shield him from this pain that would follow him through the months. Months she could feel his pain as she would watch from the shadows.

Watch him as his fun loving side that she had fallen in love with disappear into despair. Watch as the one that he chose to be with over her had abandoned him during his time of need.

A moment that all she wanted to do was find the red haired bitch herself and string her up by her neck.

To string up her rival and return to her man that needed her. Needed someone to take away his pain.

And so she did. Only she decided to be more creative. Decided to do things her way by ensuring that it would be his choice if he wanted to be with her.

Decided to make sure his life would be less difficult by doing just the smallest of things. By paying off his rent that she knew he would often struggled to pay.

To be there for him by simply covering him with a warm blanket when she would find him sleeping against his uncle's tombstone.

A sight that would always make her do the very same thing. Make her gently caresses his cheek as he slept only to feel him leaning into her touch with a small smile as though for some reason he was thinking of her in some way.

A simple thought that would always make her leave with a smile across her face. The same smile that made an appearance just last night when no words needed to be spoken.

Only his actions told her everything she needed to know. Showed her how he was finally ready to be with her.

Finally ready to embrace a side of himself that she had done for herself. A side some could say was purely selfish. But hey a girl's gotta make a living somehow.

Keeping her eyes focused in on her target as she sees him starting to take a blow torch to his metal wings instantly Black Cat's lips flicker up into a smile when she feels a pair of arms wrapping gently around her from behind.

Strong arms she can't help but lean back into relaxing into his embrace as she turns her head away from her target to look over her shoulder to see him.

Her man standing behind her in a suit that had made a brief appearance the other night. A black and white suit.

A suit that matched her own so perfectly just proving to her that they belonged together. A suit that was explained to her had large traces of alien symbiote on it.

Aka traces of the alien known as Venom. The one that was causing a lot of trouble inside of their city. Causing their city from what she had seen coming here to be infected by this symbiote.

This parasite that could cause problems for them. Could cause them to have to get their hands even more dirty then what they have planned.

Her master plan. That's what she liked to call it anyways. Her master plan to take over the city with this man by her side.

A plan to take off every single piece of the board until only they remained. Starting with this one. This bald headed man that was so oblivious to them.

So oblivious as she brings him into a deep kiss only to feel him pulling back as she lets out a silent purr.

A purr unknown to her makes his lips flicker upward into a smile just underneath is black mask before slowly he unwraps his arms from around her waist to make his way around her to stand in front of her staring at his target's back.

" Is this your new line of work? Goblins for us?"

Unable to suppress the silent giggle that escapes from her lips causing her to see him glancing over his shoulder to look at her shaking her head slowly Black Cat turns her attention back over towards Vulture to see him continuing his work not paying them any mind.

" Leave now while you still can."

" Well i'm glad that you found work in the criminal industries but…."

In a sudden move with an intense glare coming across his face Vulture snaps around to point his index finger in the direction he heard Spider-Man's voice coming from.

" I'm warn…."

Instantly snapping his mouth shut as he takes in the black and white suit of his enemy only to almost instantly recognize it to be a suit covered with alien symbiote Vulture's eyes go as wide as saucers.

Seeing the absolute shock across his enemy's face fighting the urge to grin taking a few steps forward Spider-Man cracks his knuckles as he sees Vulture taking a few steps back.

" Now as i was saying baldy your services are no longer required. Good luck with your future endeavors."

Without giving him a chance to react as fast as lighting Spider-Man shoots off a web string that lands clean into Vulture's chest causing the villain to almost immediately take flight upon feeling the impact before with a flick of his wrists rearing back he sends the man flying over towards a nearby wall completely shattering it upon impact.

Hearing the sound of a loud shout coming from beyond the wreckage followed by a loud explosion causing a cloud of smoke to come from the hole in the wall shooting off a pair of web strings in opposite directions taking a few steps back suddenly as he feels Black Cat leaping to wrap herself firmly around his back sending her a quick smile instantly Spider-Man catapults himself through the air and towards the opening in the wall only to fire another web string followed by another as he maneuvers himself through the wrecked room and out of the building towards Vulture in the distance.

Keeping his sights upon the villain seeing the man only soaring higher and higher into the air in an effort to lose him firing off web strings one after another towards the top of rooftops to only fling himself higher into the air as he feels himself closing the distance between suddenly as he sees a pair of missiles being fired at them by Vulture in a sudden move Spider-Man changes his course causing the missles to miss them completely and detenote against a building causing large chunks of debris to fall down from high above.

Feeling her hair flowing freely with the wind looking over her man's shoulder as she sees them quickly closing the distance between them and him in a sudden move rearing back Black Cat grabs a hold of her grapple gun and fires off a line towards Vulture to only smile when she feels the line connecting clean against the villain's right wing.

Quickly repositioning herself to stand on top of his shoulders without any hesitation instantly Black Cat propels herself off Spider-Man's shoulders and over towards Vulture making sure to hold tight onto her grapple gun before just as she nears him in a sudden move with a twirl in the air she lands on his back causing him to look over towards her with an intense glare.

" Get off me!"

Suddenly as she sees him turning in an attempt to knock her off in a sudden move rearing back Black Cat lodges her claws deep into his wing and grabs a tight hold of some loose metal as she feels him repositioning himself countless times in an effort to knock her off his back.

" Cat!?"

Unable to only watch in horror as Vulture continues to soar through the air into dives in hopes of knocking Black Cat off from his back quickening his pace to catch up to them just as he sees him passing over a large skyscraper only to go down into a nosedive rearing back Spider-Man sends out a web string that lands clean against Vulture's shoulder before without any delay he flings himself through the air to deliver his feet clean into the villain's face sending his head back.

Quickly catching himself through the air by grabbing a hold of the villain's shoulder slowly as an intense glare forms across his face from underneath his mask slowly Spider-Man rears his right fist back.

" Get your slimy feathers away from my woman!"

Without giving him a chance to respond instantly Spider-Man sends his fist down vicious that lands clean against Vulture's face causing his head to snap back followed by another.

Then another as he gets into a rhythm sending closed fists one after another down into the villain's face not even noticing how they are slowly descending downward from the sky.

Unable to keep the smile from coming across her face from seeing this new protective streak that she had never seen before coming from Spider-Man unlatching one of her hands from Vulture's wing reaching up instantly she catches his closed fist right as he rears back once again before just as she sees him turning to look towards her leaning forward gently Black Cat kisses him on the cheek.

" Thanks for the save handsome but i've got everything under control."

Turning away from Spider-Man slowly as she turns to look to her side seeing Vulture's face battered and bloodied leaning forward Black Cat whispers into his ear.

" I wonder what happens to a vulture when one of his wings is cut off."

Instantly as she sees a terrified look coming across his face slowly a grin comes across her face.

" Let's find out."

Without giving him a chance to react pulling back to get a clear view of his wing rearing back instantly Black Cat lodges her claws deep into his right wind before in a sudden move with a swipe she retracts her hand as she feels herself dropping drastically from the sky as they swerve around in the air uncontrollably.

Retracting her claws repositioning her feet without any delay rearing back Black Cat leaps off Vulture's back into a flip to instantly be caught bridal style by Spider-Man as her hands automatically wrap around the back of his neck.

Making sure to keep his eyes locked on Vulture's descending body landing down on a nearby rooftop as he watches him crash into building after building as he desperately tries to regain flight unable to help himself from cringing with every single time he watches the villain land hard against a side of a building.

Walls that continue to be destroyed as he watches the villain descend down towards the streets before he lands down in a heap on the cold pavement below.

Lands down only to try and desperately get up only to fall back down face first to the pavement. A sight that once would have made him feel pity for this man.

Would have once made sure it didn't come to this. But after everything. After everything that has happened the last twenty four hours now?

Now he could care less. Now all he could care about was making the woman in his arms happy. Maybe it was just the symbiote talking.

If it was so then he would gladly apply. He would gladly go along with it if it would help him hand this city over to her.

Hand over the city to the woman that is the owner of his heart. His conscience. His voice of reason now. His cat.

Trying his best to make it back up to his feet only to drop back down to the pavement in a heap with his entire body riddled with pain gritting his teeth turning his head to look up through dazed vision as he sees Spider-Man along with Black Cat looking down towards him from a nearby rooftop just as he opens his mouth to let out a shout hearing the sound of something approaching from his side slowly Vulture turns his head.

Turns his head only to have his eyes go wide as he sees symbiotes one after another quickly making their way towards them.

Quickly making their way towards him from a nearby alleyway. From around corners. From all directions.

Snapping back slightly from what she is seeing as she watches symbiotes one after another quickly charge at Vulture without having any chance to react instantly Black Cat's eyes widen slightly when she sees the symbiotes completely cover Vulture blocking him out of her view as he lets out a scream.

An ear piercing scream that after only a few seconds dies down as she watches the symbiotes retreat leaving something in their wake.

Leaving some kind of large symbiote blob that slowly rises up from the ground. A black blob in the shape of Vulture.

A symbiote that instantly lets out a scream before it takes off soaring high up into the air only to disappear off into the distance.

A sight that only makes her eyes widen from what she had just witnessed.

" Well….that was unexpected."

Unable to keep her eyes from rolling despite the smile that makes an appearance across her face slowly Black Cat shakes her head.


	4. Chapter 4

" So what you're saying is this alien parasite that we've been coming across all day is all over your suit and if you allow it can completely take over your entire body?"

Glancing over his shoulder finding Black Cat looking straight at him from the safety of his back shrugging his shoulders turning his head back forward with a flick of his wrist instantly Spider-Man sends a web string that connects against a nearby building and slowly guides them around the building only to unleash another web string that lands clean against another building.

" Basically yeah."

" Umm….not to do an one eighty on you but don't you think that could be a little dangerous? I mean not that i don't want you to lose any of your inherited abilities from this thing but i do like having you all to myself."

Letting out a chuckle grinning from underneath his mask without turning his head slowly Spider-Man guides them through the air past a few towering buildings only ascending up even higher with every web string he shots before slowly he steers themselves to land on top of a nearby rooftop.

" Well you don't have to worry about that kitty. I'm all yours."

Feeling her lips curling up leaning up gently Black Cat lays a long lick right across the side of Spider-Man's cheek.

" And the alien parasite?"

" All taken care of. I control the symbiote. It's not the other way around."

Nodding her head in acceptance feeling her face breaking out into a wide smile leaning forward gently Black Cat rests her head down on his shoulder.

" Good answer. I would hate to have to lay my claws into such a fine suit such as this one."

Glancing over his shoulder seeing a smile across her face as she lays her head across his shoulder with her eyes closed feeling a smile coming across his face from underneath his mask leaning over gently Spider-Man rests his head gently against her own causing him to hear a silent purr coming from her.

" Umm Cat?"

" Hmm?"

" Are you purring?"

Cracking open her eye seeing Spider-Man staring down towards her letting out a sigh closing her eyes slowly Black Cat repositions her head.

" Spidey?"

" Yeah?"

" Shut up and just enjoy the moment. Don't make this kitty use her claws."

Raising his hands up in mock surrender letting out a nervous laugh reaching back gently Spider-Man starts to stroke Black Cat's hair causing him to hear her purrs getting even louder.

" You really have taken to your Black Cat persona huh?"

Leaning into his touch shrugging her shoulders slowly Black Cat opens her eyes to smile up towards Spider-Man.

" Umm hmm. It's what i am and i'm not ashamed of it. It got me you didn't it?"

Closing his eyes letting out a sigh slowly Spider-Man shakes his head causing her to raise an eyebrow up towards him.

" You already had me all along."

Keeping her eyes focused on him as she sees him bowing his head down to look towards the rooftop slowly Black Cat lifts her head up from his shoulder.

" Ever since…."

Letting out a sigh lifting his head up to look over his shoulder finding Black Cat staring at him with nothing but concern dropping his head back down slowly Spider-Man takes a deep breathe.

" It's no secret that ever since my Aunt May died that my life has down spiraled. You were right when you said that i felt helpless during her final months.

What's being an amazing hero if you can't protect the ones closest to you? What's having these gifts if i can't…."

Letting out a sigh slowly Spider-Man shakes his head unaware of Black Cat's concern deepening.

" I don't want to ever feel like that again. I don't ever want to feel that helpless again. I can't. I won't and i think that was why you found me in the state that i was in."

Glancing up as he sees a wide eyed Black Cat staring at him feeling his lips flickering up into a smile for a brief second slowly Spider-Man turns his attention back down towards the rooftop.

" The reason why i'm here. Why i'm even still standing is because of you."

Feeling her lips curling up into a smile reaching around gently Black Cat lays her hand down on his cheek.

" When you would cover me with a blanket you weren't just shielding me from the cold. You were shielding me from everything. Protecting me from my pain and although it's still there whenever i'm with you…."

Gently grasping his chin slowly Black Cat turns his head to look up towards her.

" When you're with me what?"

Reaching up gently Spider-Man rests his hand underneath her own holding her hand in place.

" I feel….whole. Like this world can throw anything at me and come out okay. You helped me in my darkest of times and i'll never forget that."

Feeling her lips curling upward gently tugging at the bottom of his mask with the ends of her fingers feeling his hand leaving her own slowly Black Cat raises up his mask just enough for her to lean forward to press her lips to his own.

" You never have to thank me. It's what we do for the one that we love the most."

Unable to keep his lips from curling up into a smile causing him to witness her own smile widening leaning forward gently Spider-Man presses his lips back to her own only to feel her turning in his arms causing him to reach out to wrap his arms around her waist as he feels her legs wrapping firmly around his own.

" I love you."

Three words. Three words that he didn't know meant so much to her. Meant so much to hear those words escaping his lips.

Words that only make her heart beat faster in her chest as her face breaks out into a bright smile. Words she wanted to hear come from him for so long.

Words that she knew to be so true. He does love her. Not just by saying them. No but by his actions. How he has kissed her with everything that he's got.

How he hasn't questioned her not even once when she layed out her master plan out to him. A plan that she knew a year prior he would have never gone with.

Would have never sided with her but instead would have fought against her. Would have tried to derail the plan before it even got into motion.

But not now. Not with the changes that she has seen in him. Changes that she would be lying if she didn't say she didn't instantly like them.

Like seeing this more aggressive Spider-Man. Like seeing this side of him that wasn't afraid to show his affection towards her when he would have shied away from it in the past.

But most importantly liked how he embraced this side of him. Embraced being his better half. Embraced being The Spider-Man although she would have to admit Peter Parker wasn't so bad either.

Embraced being the man that was feared by the criminal underworld in New York. Embraced his powers instead of being ashamed of them.

And finally embracing his inner desires. Embracing his desire to be with her. An embrace that told her everything that she needed to know.

He would do anything for her. He would hang on her every word letting her decide if it was wrong or not.

An power that she would make sure to never abuse. Make sure to never steer him into the wrong. Make sure that he would never feel the pain that he once felt ever again.

Pain she would always swipe away with her claws before it got its hold on him. Would shield him like she had once before with a simple truth.

The truth that she loves him just like he does her and would never allow anything to get in between them again.


	5. Chapter 5

Keeping her arms firmly around the back of his neck holding his head firmly in place breaking off the kiss to teasingly have his lips chase her own until they are captured once again in a deep kiss feeling her lips only curling upward into a smile snuggling even more into his embrace feeling a certain part of his inanably poking her bum causing a low purr to come from her mouth that echoes throughout his own closing her eyes Black Cat continues to return the kiss in tenfold.

A position that she has found herself in for the past hour. A position that she wasn't complaining about in the slight.

The position of finding herself sitting upon his lap on top of a rooftop engaged in a battle of tongues. A position that she had longed to be in for so long.

To be with the man that she loves. To be kissed by her beloved with so much passion that she could only dream of before.

This amazing man. This truly amazing man. Amazing man that has been through so much. Has faced so many hardships in such a short period of time.

Hardships that she had watched from afar make this man even stronger. Make this man even more amazing then she already thought.

This man that continues to impress her. Continues to make her heart pound in her chest with his latest actions.

Actions that only wanted her for him to take her then and now. Wanted her to rip off her costume and let him have his way with her.

Something she is nearly about to allow to happen as she feels his hand gently roaming down her side to grasp a hold of her ass cheek.

An unexpected action. At least it would have been mere months ago. But now? Now it felt as though it was an automatic thing.

Felt so right for him to touch her. Felt so right to see this aggressive side to him. An aggressive side that has only made her hot underneath her suit.

An aggressive side that she knew hadn't fully been unleashed yet. Something that only makes her smile only widening at the mere thought.

The mere thought that this man wielded even more power inside that was just begging to be unleashed.

A power that would not be matched by any in the city. The evidence was already there. Vulture didn't stand a chance.

A true test. A test to see how truly powerful her beloved truly is. An opportunity to great to pass up. An opportunity that presented another.

Presented the chance to see how truly deep his feelings are towards her. And she wasn't disappointed.

Wasn't disappointed in seeing the look of pure rage in his eyes as he pumbled away at the birdman as she hung onto the villain's back. A look that instantly made her weak at the knees.

A look that told her everything that she needed to know. Showed her it wasn't some kind of puppy love.

No what he felt towards her was real. Real as it could get. A feeling that was mutual.

Such deep feelings that has lead them to sit across the edge of a rooftop abandoning what they had scheduled for the rest of the day.

Abandoned patrolling the streets. Abandoned looking for the source of all of this symbonite that was starting to make its way across the city.

A source named Venom or Eddy Brock from the intel she has gathered. A creature that was truly making a mess of things out in the city.

A creature that needed to be dealt with. A creature that was the true last challenge to gaining total control of the city.

That and another bald headed man but that would come in due time. For now she would just relax into his arms and just enjoy the moment.

Enjoy feeling loved. Enjoy feeling so desired. Enjoy finally having him by her side.

An moment that suddenly comes to an halt as she feels his lips leaving her own causing her lips to form into a pout before she opens up her eyes to find him looking off into the distance.

Letting out a sigh turning her head to look into the distance as she shakes her head unknown to her knowledge Spider-Man's lips tug upward into a smile.

" Let me guess? Trouble afoot?"

Turning his sights back towards Black Cat finding her pout only deepening by the second nodding his head slightly just as he feels her leaving his lap without giving her a chance to react reaching out Spider-Man wraps his arm firmly around her waist and tugs her back down to rest in his lap causing a flicker of a smile to come across her face.

" Just because there is trouble doesn't mean that we have to be involved. Besides i can think of something better to do with our time."

Unable to keep the bright smile from coming across her face letting out a purr reaching out gently Black Cat places her hands on his cheeks and steers his head towards her own to press her lips to his own.

" As tempting as that offer is we should go and see what the ruckus is all about. I do like seeing my man in action after all."

Seeing a pout of his own coming across his face letting out a small laugh with a smile coming across her face shaking her head gently Black Cat lowers the rest of his mask down to cover his face before slowly she gets up from his lap and retrieves her grappling gun from her belt.

" Shall we?"

Nodding his head getting up from his spot slowly Spider-Man stretches out before he waives her forward.

" After you."

Raising up her eyebrow extending her hand out a flicker of a smile comes across Black Cat's face as she glances over towards Spider-Man seeing his eyes quickly snapping back up to meet her own.

" Enjoy the view lover."

Without giving him a chance to react instantly Black Cat pulls back on the trigger sending a line from her grappling gun towards a nearby building before without any delay she leaps off from the rooftop.

Letting out a chuckle as he watches Black Cat getting further and further away shaking his head without any delay Spider-Man shots out a web string and takes off after her.

* * *

Gun fire echoing all around that spreads towards a few street corners. Loud screeches of screams and hisses silencing all those that may block their path.

These are just some of the sounds that could be heard echoing through a lone street. A lone street where a great battle can be seen taking place.

A battle that was quickly getting out of hand. A battle with only one such side being declared the easy victor.

Being declared the supreme beings. Being declared the true powerhouses of the city. Powerhouses that continue to charge forward in waves showing no fear of the never ending gunfire that continues to hit them causing their symbonite to be spread further across the street.

Symbonite that continues to spread like a virus through the street hitting everything that they touch. Hitting building walls. Hitting unexpecting enemies that scream as their bodies become infected with more and more of this parasite causing their worlds to go black.

A sight that our two heroes find themselves unable to take their eyes away from as they watch from atop of a tall building wave after wave of symbonites appearing out of nowhere to battle against a large squad of soldiers.

Soldiers wearing a patch representing The Shield. Soldiers that continues to unload round after round from their weapons only to watch in horror as these creatures continue their march towards them from all directions.

From the street corners. From the walls of nearby buildings. From even the sewer opens. Creatures that don't seem to stop despite the number of bullets that continue to hit them.

Despite the explosions of well accurate grenade throws that hit their chests. Despite the bursts of fire coming from a well grouped squad.

In the end their effort was for nought. Their effort was pointless from the swarm that feasts down upon them.

An slaughter that causes Black Cat to move closer to Spider-Man as he wraps an arm around her waist pulling her even closer into his chest.

A slaughter they can't take their eyes away from. A slaughter that only takes a mere few minutes before the screaming stops.

Before the gunfire ceases to exist as the swarm slowly disbursts back from once they came. A sight that only makes each of their eyes widening from what they are seeing.

A truly horrifying sight before suddenly a sound from behind causes them to turn to find a lone black symbonite staring at them.

Staring at them with its large red tongue hanging out as it slowly approaches. An approach that only makes Spider-Man stand in front of Black Cat with his hands clutched into tight fists just staring at the approaching creature.

A creature that surprisingly comes to an halt only to rear its head back and sniff the air. Sniff the air and turn its head back towards them before it slowly approaches again.

An approach that comes to an halt just a mere few feet away from Spider-Man as the creature leans its head forward to sniff him.

An action that makes a curious look come across Black Cat's face before instantly her eyes go wide when she sees the symbonite pulling its head back and make its way towards the other side of the rooftop and disappear down the wall.


	6. Chapter 6

_Well….that was truly unexpected. I wonder…._

Making sure to keep her eyes peeled for any sort of movement from out of the corner of her eye shooting out another line from her grapple gun in perfect unison with her companion to keep up with his series of web strings rounding a building corner only to land on top of a rooftop and leap off almost immediately with a perfect shot from her grapple gun at the nearest building as she continues to follow after Spider-Man seeing movement coming from down below glancing down instantly as she sees a small group of symbonites keeping up with them from the streets tilting her head slightly to the side Black Cat continues to watch the group follow after them.

Follow after them from down below keeping up perfectly with them. Keeping up perfectly ignoring every screaming citizen that they pass on by as though they weren't even there with their eyes only focused on them.

Or to be more accurate on him. On her companion. An companion that she could see these creatures having some kind of an attraction to.

 _Is it because of the symbonite on his suit?_

A question that keeps burning on her mind. Ever since they latest encounter with one of these things. These creatures that they watched slaughter a highly trained group of soldiers as though they were nothing.

A group of soldiers that were now apart of the masses. A part of this massive army of symbonites.

 _Army!?_

Now that was a thought that makes her lips curl upward. An army of these symbonites. Symbonites that apparently were somehow attracted to her man.

Were almost afraid of him as though….

Instantly as her eyes wide slightly a wide smile comes across Black Cat's face as she continues to follow after Spider-Man making sure to occasionally glance down towards the streets to keep track of their symbonite followers.

 _As though he was the leader._

A thought that makes perfect sense to her. A thought that would explain so much. Explain why the symbonite reacted as it did.

Why it had backed down once it sniffed her man as though seeing for itself. Seeing for itself that her man was truly amongst them.

A thought that only makes her smile inside at all of the possibilities. All of the possibilities that this presented to them.

 _An army of our own. A personal army…._

Now that was something that greatly interested her. An army that they could call upon at any time to do their bidding.

An invincible army that would grow with every passing day. An unstoppable army that would ensure they would forever control the city.

A thought that makes her turn and look at Spider-Man's retreating back with a bright smile across her face.

Oblivious to everything going on around him swinging around a corner only to come to a complete stop hanging across a nearby building wall feeling as though he is being watched turning his head upward instantly Spider-Man's eyes go wide.

A pod. Some kind of black pod with noticeable traces of symbonite oozing from it. A pod that hangs not too far away from him.

A pod that for some odd reason he could feel something? Could feel its….heartbeat.

Shooting a line over towards the building he is on only to retract the line when in a swift move she lands on his back wrapping her arms around the back of his neck following his eyes unable to contain it Black Cat's eyes widen at what she sees.

A look of shock that only increases when she watches herself being slowly steered up towards the pod from the safety of Spider-Man's back just watching the pod closely.

Watching this pod rise and fall as though it had an heartbeat. An thought that she can see her companion clearly having as he reaches out to gently touch the pod only to retract his hand so fast as though he had just gotten burned.

" What is it?"

Staring at the pod in disbelief shaking his head slowly Spider-Man glances over his shoulder towards Black Cat.

" Call me crazy but i can feel it?"

Opening her mouth suddenly without having a chance to react instantly as she watches Spider-Man leap off from the building making sure to apply a more firm grip around the back of his neck slowly Black Cat watches herself being lead through the air at high speed by her companion down towards the streets and around a few alleyway corners until instantly she feels herself coming to a stop.

Coming to a stop with a look of disbelief coming across her face. The same look that could be seen across her companion's face from underneath his mask.

Pod after pod hanging from a few building walls. Pod after pod resting down on the streets with numerous symbonites surrounding them from the safety of the walls.

A nest. No not a nest but a hive. A hive full of pods. Pods that were just like the other they had encountered.

Pods that continue to rise and fall as they feel all eyes turning to look towards them. But surprisingly not with hostile eyes.

No instead with interest. Instead with almost looks of respect as they bow their heads before they go back to what they were doing before.

An action that makes a shocked look come to one from underneath his mask while his companion smiles from the safety of his back.

A safety that she relinquishes as she unwraps her arms from around the back of his neck allowing her heels to hit the pavement with a loud clang.

A clang that instantly causes a nearby pod to react. Cause it to open up from the top and spill out an egg from within.

An symbonite egg that almost immediately starts to take shape. Starts to take shape leaving only the form of a black symbonite staring back towards them.

Staring back towards them with a growl that is quickly turned away once it sniffs the air causing it to bow down towards Spider-Man.

An action that causes him to look over towards his side to see an thoughtful look across Black Cat's face.

" Can today get any weirder?"

Snapping out of her thoughts turning her attention away from the symonite to glance over towards Spider-Man seeing his eyes locked firmly on her feeling her lips curling up closing the distance between them reaching up gently Black Cat tugs his mask upward just enough to allow her access to press her lips gently to his own as she feels his hand circling around her waist pulling her closer to his chest.

" I don't know handsome but there is an advantage we are being presented right now."

Seeing movement out of the corner of her eye turning her head as she sees the newly borned symbonite sniffing her slowly with her eyes remaining locked with the creature's own reaching out gently Black Cat lays her hand down on the symbonite's head causing her to feel it leaning into her touch before she slowly starts to stroke its head.

" Okay, I was wrong. Things just got even weirder."


	7. Chapter 7

" Will you come on already? The sooner we get this over with the sooner we can go back to my place and have some fun.."

Letting out a groan keeping his eyes looking up towards the massive structure in front of him as he crosses his arms over his chest and raises his chin up high unknown to his knowledge his companion raises her eyebrow up from his side.

" Do i really have too? This just seems….unnatural."

Suppressing the urge to huff releasing a breathe that she was holding maneuvering around him so that his back is facing her in a sudden move rearing back Black Cat kicks Spider-Man in the ass causing him to jump up only to turn towards her instantly rubbing his backside where she had kicked him.

" Hey!? Bad kitty!"

Feeling her lips curling upward with a flick of her fingers instantly Black Cat watches Spider-Man's eyes widen when he claw attachments come out of her glove.

" Get to spidey or else you're going to find out just how bad this kitty can really be."

" Kinky."

Unable to suppress the wide smile that breaks across her face taking a step forward only to see him backing away from her with his hands up in mock surrender slowly as she watches him turn around and make his way towards the massive building a pleased smile comes across Black Cat's face as she retracts her claws.

A massive building. A building unlike the others in the surrounding area. A structure that towers over everything in sight and could be seen for miles.

A truly remarkable building. That she knew so well. Too well for the liking of some others. The owner of the building.

The most powerful man in all of New York. At least that is what some think anyways. A man that was feared by all that weren't wearing a mask.

A man that she knew was holding up nice in tight inside of this structure. Probably enjoying the show that he is seeing so far.

A small light show. A light show featuring symbonites crawling up the walls of the building only to be thrown off by some electrical force.

An electrical force that she can see coming from a massive object hanging on the wall. Some kind of large metal rod. A rod that was powering this amazing weapon against the parasites.

Something that would not do. Something that needed to be dealt with if one of the last obstacles from control of the entire city would be theirs.

An obstacle in the form of a big man. A large boy in her opinion. A boy that liked to play in a lot of different fields.

A man by the name of Wilson Fisk or known to the criminal underworld as Kingpin. The biggest crime lord of the entire city.

A man that has faced every single masked vigilante inside of the city at least once. Faced off against the man without fear Daredevil.

Faced off against the deadly assassin Elektra. Even faced off against the hard hitting Luke Cage. not to mention her own run ins with the man along with the man by her side.

Run ins that always ended up the same way. The fat bald headed man sprung up in a web. Sometimes sticking up in his own office.

Other times in more of a public place. Just like the last encounter. A memory that makes her let out a silent chuckle as she remembers the bald headed man being placed inside of the park in a web cocoon only to watch birds on after another dive bomb him.

Glancing over his shoulder seeing Black Cat giving him an encouraging nod letting out a groan turning his head back towards the building seeing a few fights between the building's security force and the invading symbonite forces closing his eyes slowly as he feels the symbonite on his suit taking over causing him to feel a surge of power running through him without opening his eyes slowly Spider-Man raises up his hands focusing closely to the power.

A power that was so unreal. So deadly. So….enjoyable. A feeling that left him feeling so invincible. Made him feel as though he could face anyone or anything head on.

A power that he would be lying if he didn't say he didn't like it. Didn't like feeling this powerful. Didn't like feeling as though he was on top of the world.

And why shouldn't he? He currently has everything that he could ever have wanted. Powers that are unmatched to anyone in the city. Maybe even in the entire world.

A smoking hot girlfriend that constantly encourages him and makes him feel happy for a change. A strong minded woman that would always be there to look after him.

Not to mention what looked to be an endless army if this new trick of his was what they thought it was.

A calling so to speak. A calling to all of the symbonites in the area. A calling to do his bidding. A calling that he can hear be received loud and clear in the sound of their screams that echo through the air.

Screams that cause him to open his eyes and glance around to find himself surrounded by a large black mass made of these things.

There parasites. His army. No their army. An army that awaits for his command. The command to attack.

Waiting for him to make the first move. A move that he makes as he snaps his head to look at the massive rod on the building wall before with a flick of his wrist instantly right as his web string makes contact with the rod without any hesitation Spider-Man soars through the air at high speed.

Soaring through the air only to land on top of this rod with a flip as he hears massive gunfire coming from down below.

Gunfire he can't help but look down to see the remains of the security force disappear amongst the large black mass of symbonites silencing the air.

Silence that sends a chill up and down his spine that he quickly pushes away only to smile when he sees a line hitting up against the rod wrapping firmly around it.

A line that quickly brings forth his companion next to his side.

" So kitty? Got any ideas how to get rid of this thing?"

Feeling her lips curling upright reaching out gently Black Cat wraps her arms around one of his own before slowly she steers it down towards the rod.

" Oh, I think a strong guy like you can figure it out."

Returning the smile in a sudden move reaching out gently Spider-Man scoops Black Cat off from the rod causing a gasp of shock to escape her lips before slowly as he places her across his back only to hear her start to purr letting out a chuckle slowly he turns his attention down towards the rod.

A massive rod if he was being honest. An rod that he was surprised to not feel himself being electrocuted.

Wrapping his arms around the object firmly taking a quick glance over his shoulder receiving a nod from his companion just as he feels her arms snaking tightly around his waist rearing back in a sudden move Spider-Man pulls hard on the rod causing the sound of metal bending.

A loud screech that only gets louder by the second as he increases his strength. Increases his grip causing him to watch the rod slowly be ripped off from the wall.

Be slowly ripped causing chunks of the wall to fall down to the street below. Cause the symbonites down below to scream as though they were cheering him on.

A cheer that only gets louder as with one final tug he rips the rod out letting it fall down to the street below as he shoots off a web string at the building and instantly sticks to the wall.

A wall that as soon as he sticks to it he watches symbonites one after another race up the walls. Race up the walls until the sound of gunfire can be heard echoing from the rooftop.

" Shall we gorgeous?"

Feeling her face breaking out into a wide smile leaning down gently Black Cat plants a kiss on his cheek before she nods her head.

" Lead the way handsome."


	8. Chapter 8

_Disgusting. All thanks to that pest Spider-Man._

Not wavering from his spot not even for a single second keeping his eyes locked on his office window one by one as he watches these creatures these parasites crawl up the walls of his building only to come crashing down when the building's defenses activate shaking his head at the scene before him without so much as make a sound a figure continues to watch the scene unfolding in front of him.

A massive figure. Some in his image of the most powerful crime lord in the entire city. Others just saw him as the big bald headed tubby man.

Some like his greatest enemies. Enemies that he has made sure were disposed of. All except for him. All except for his greatest of foes.

A foe that he has never encountered in the likes before. An foe that would always stop his schemes costing him millions of dollars in the process.

The city's greatest hero known as Spider-Man. Such a thorn in his side. Always sticking his nose where it didn't belong.

Always causing him even more problems. Problems that he can see before him now in the form of this.

These parasites taking over the city. His city. His empire. An empire that was crumbling before his eyes with every passing hour these things ran loose.

Ran loose destroying everything. Destroying his way of life. Destroying his legacy. Destroying the fear that everyone once had of him.

An army of symbiotes. This alien parasite that keeps growing throughout the city. This parasite that needed to be dealt with and fast.

A parasite that he knew came to be all thanks to him. All thanks to his greatest foe. His greatest foe that was clearly somehow in kahoots with them.

Somehow one of them if his costume was an indication. The red and blue replaced with black and white.

Black and white. The very same colors of another thorn in his side. Only this one he considered deadly.

Considered to be a more challenging opponent physically and mentally. The Black Cat. A truly remarkable woman.

A woman that he had faced off against as she stood by Spider-Man's side. A woman that he knew was highly intelligent.

A woman that a short while ago he had thought of to made a deal with. A deal to steal a couple of designs from his competitors.

A simple job. A job that would build trust between the two. Little did he know that he had been played.

She never was going to do this for him. No instead she only did it to gain access into his building. Only did it to have an encounter with the great Spider-Man.

An encounter that he can clearly see the results. The results of them being closer. Much closer than they had ever been.

Maybe even lovers now. That he did not care about. What he did care about was the power these two former heroes now possess.

A truly remarkable power. The power to control these parasites. The power to bring down the greatest of forces down to their knees.

The Shield. Maybe even The Avengers. An unlimited army that continues to grow by the day. Continues to grow as more and more of the civilians of the city are turned.

As more and more of his men are infected with the parasite. As more and more of the outside help falls before them.

An power that for the first time in his life makes him feel a chill up and down his spine. Makes him worry. Makes him scared.

Scared to know that soon they would come for him. Soon he could be turned just like all of the rest. Soon he could be turned into one of them.

Turned into a follower like a few have been already. Some of his greatest allies in the past. Vulture. The mad scientist that he had watched from a feed be pummeled in a way that he had never seen before coming from Spider-Man only to be thrown down and sucked away into the black masses.

Some others had already fallen according to some reports. Shocker and his gang all turned. Even some reports sighting some kind of electrical symbiotes being produced from downtown.

A fate that he would not have for himself. A fate that he would make sure would never happen. And his insurance policy if it came to it rests just in his pocket.

A simple firearm that would ensure his fate would be his own doing. Would ensure he would never become a follower to this new Spider-Man and Black Cat.

Never wait around just looking to receive an order from his power couple. This couple that was truly powerful.

The Cat with the brains and beauty while The Spider has the muscle and army to back him up in an situation.

A truly deadly combo. Even though they haven't killed just yet. A moment he knew in his heart would come soon enough.

Maybe even now as he watches the lights flicker inside of his dark office causing him to glance up towards a nearby light then back towards the window only for his eyes to widen at what he sees.

These symbiotes crawling up the building's walls with haste. Wave after wave of symbiotes charging forward without being knocked off the walls.

A moment that makes his eyes widen as a realization kicks in. The defenses had fallen. Defenses that he had made sure were flawless.

Made sure these things would not be able to take them down. That could only mean….

Feeling as though he is being watched slowly turning his head to look over his shoulder instantly as he sees a black and white mask staring at him from a few inches away while his companion across his back smiles at him sinisterly without having a chance to react instantly Kingpin feels himself stumbling back and smash against a nearby window causing it to crack from the pressure when he feels a well placed punch landing clean under his chin.

" Hey baldy? It's been a while hasn't it?"

Rubbing his chin feeling only blood trickling down from a small cut across his lip snapping his head up seeing his foe dropping down to the ground and let off his companion from his back taking a quick glance over towards his office desk finding his cane resting on top in a sudden move reaching out right as he gets within fingertips of retrieving the object from the desk within a flash Kingpin watches it soar through the air into the waiting hand of Spider-Man from a web line.

" Hmm? It's gotten a lot lighter than last time i've held it. What did you have this one made of? Wait? What does this button do?"

Without any hesitation pressing down on a button on the handle of the cane instantly Spider-Man lets out a whistle when he sees a sharp blade come out the end of the cane.

" Oh neat! Cool toy. Lose a couple hundred of pounds and get yourself an eyepatch and you could be Captain Hook!"

Failing to suppress the silent giggle that escapes her lips causing her companion to glance over towards her with what she knew to be a grin under his mask letting out a cough gaining his full attention nodding her head over at her enemy followed by smashing her fist into her open palm receiving a nod slowly Black Cat turns her head to see Kingpin glancing back and forth between the two of them.

" Well baldy? It was fun while it lasted. We had a lot of good times in this office haven't we? Me beating up your goons left and right.

You saying 'i'll get you Spider-Man!' but things are going to change starting now. Your service to the city is appreciated since it kept me and my kitty busy but i'm afraid your services are no longer required."

Keeping his eyes locked on Kingpin in a sudden move rearing back Spider-Man snaps the cane in half causing a grin to come across his face as he sees his enemy's eyes widen before in a sudden move rearing back he sends a piece of the cane soaring through the air that connects clean against Kingpin's head causing him to stumble back from the impact.

Feeling the familiar feeling of the end of the handle on his cane connecting against the middle of his forehead stumbling backwards as he turns his head to look back towards his enemy instantly Kingpin's eyes go as wide as saucers when he feels a sharp pain coming from his chest.

Staring over at his enemy in shock as he sees the blade from his enemy's cane lodged deep within his stomach causing blood to trickle down from the wound feeling his eyes going as wide as saucers snapping his eyes down to look down towards his hands finding them empty Spider-Man's eyes widen further.

 _What the hell? Why did i just do that?_

Not believing what she is seeing glancing away from the bloodied Kingpin that continues to stagger backwards until he is resting up against his overhead window and over towards Spider-Man seeing him staring down towards his hands in total shock feeling her lips curling upward unable to contain it Black Cat lets out a silent purr.

 _That man doesn't know what he does to me. I swear he does it on purpose sometimes._

Hearing the sound of a purr coming from his side snapping his eyes to look over to his side as he finds Black Cat staring at him with a wide smile as she plays with her hair.

A smile that he can't help but return before he turns his attention back over towards Kingpin finding him staring back at him with a mixture of emotions he had never seen come across his face before.

Not believing what has just transpired as real keeping his attention over towards Spider-Man ignoring the silent purrs coming from his companion grabbing a hold of the end of the blade in his chest right as he sees him looking over towards him with almost what he felt like was a sinister smile a chill runs up and down Kingpin's spine.

A chill that he had never felt before. At least not coming from this hero. This foe. His greatest advisory.

 _What's going on? Spider-Man doesn't…._

Without having a chance to finish his thought instantly Kingpin feels himself soaring through the air crashing through the window when he feels two well placed boots landing clean against his chest.

Unable to keep her eyes from widening racing over to stand by her companion's side looking down towards the ground finding a large speck lying motionless on the ground being surrounded by a black mass snapping her head to look over towards Spider-Man seeing him slowly turning to look her way without giving him a chance to react Black Cat quickly tugs his mask upward to crash her lips to his own.


	9. Chapter 9

_What the hell just happened?_

Staring up towards the ceiling only feeling the softest of breezes coming through the open doorway leading towards the balcony remaining motionless just staring up towards the blank ceiling as wave after wave of memories come flooding into his mind slowly Peter closes his eyes.

 _Why did i kill him? What went wrong?_

Refusing to open his eyes letting out a sigh leaning back to rest firmly against his pillow hearing a soft moan coming from his side feeling his lips flickering upward for a brief second slowly Peter takes a deep breathe as he allows his body to relax.

 **Because you wanted to.**

Instantly snapping his eyes open raising his head up from his pillow to glance around his surroundings as he finds nothing but darkness surrounding them other than the briefest of lights coming from the full moon radiating from the open doorway raising up an eyebrow slowly he leans his head back down to rest back down on his pillow.

 _What the hell was that?_

 **Boo!**

Snapping himself upright causing a whimper of protest to come from Felicia glancing all around the room once again as he looks deep into the shadows for any sign of an intruder instantly Peter's eyes go wide when he hears laughing coming from nearby.

Laughing that seems to be echoing. But from where?

 **Don't bother. You can't fight what you can't see.**

 _Can't see?_

Instantly Peter's eyes go as wide as saucers causing him to hear fresh laughter once again echoing through the quiet room.

 _Because you're me._

 **Bingo! We've got a winner!**

Slowly laying back down on the bed as his head rests against his pillow staring up towards the ceiling slowly he shakes his head.

 _Okay it's official. I've finally gone off the deep end…._

 **But isn't it fun? Going off the deep end without a care in the world? It does provide….benefits to the both of us.**

 _Benefits? Who the hell are you?_

Just what was happening to him? Who exactly is this voice? Was it his subconscious? Or was it….

 _No!_

It just had to be. The symbiote from his suit. It just had to be. What else could it be? But wasn't it still….

Taking a quick glance over the side of the bed roaming his eyes through their discarded costumes and underwear that had been ripped off in the heat of the moment as he finds his suit crumpled up in the corner in its original colors instantly Peter's eyes go wide.

 **Do you understand now? We are one.**

 _No! It's….that's impossible!_

 **No Peter. Very possible.**

Shaking his head as he feels a weight once again gently pressed against his side glancing down Peter can't help but stare down towards Felicia seeing a flicker of a smile across her face as she rests her arm over his chest in possession.

 _What do you want from me?_

Hearing the sound of a chuckle echoing through his head reaching down gently Peter wraps his arm around Felicia's waist only to feel her snuggling closer to his side.

 **Oh, I think you've got a real good idea.**

Staring up towards the ceiling as he scrunchs his eyebrows together and replays the events of the previous afternoon after a couple of seconds Peter's eyes go wide.

 _Wait!? Today with what happened to Fisk. That was you! You're the reason why…._

Instantly as he hears the sound of laughter echoing through his head that only seems to get louder by the second Peter's eyes go wide.

 **Yes Peter. We are the ones responsible for the fat man's demise. Pity he couldn't be saved. He would have made a fine addition to the swarm but i suppose things like this will happen from time to time.**

 _Shut up! Shut up! You killed him! We killed him!_

Instantly right as the words leave his mouth causing a hushed silence to fill the room only to be broken by the occasional gust of wind that makes its way on through with his eyes going wide slowly Peter leans his head back further into his pillow.

 **Do you understand now? We are one. Together this world can be ours. With our mate by our side there is nothing that can stop us.**

 _Our mate?_

 **Look to our side and see for yourself.**

Looking down as he finds Felicia's head resting firmly against his shoulder and her leg over his own with a noticeable smile across her face unable to suppress it a smile of his own forms across his face.

 **She is devoted to our cause. She is the strongest female that we will ever dream of. Our perfect mate in every way possible.**

Well that was something he wasn't going to argue. She is the perfect woman for him. Great personality.

Killer curves that would make any man weak at the knees when they make an appearance. Able to match his witty comebacks with her own. Hell even knew the true definition of having fun.

His ying to his yang.

Reaching down gently Peter threads his fingers through her long white and silver hair causing his smile to only widen slightly when he hears her letting out a purr with every gentle stroke of his fingers.

 _Will she be in any danger?_

 **No. She has our scent on her. She will be protected at all costs.**

 _Our scent?_

 **I think someone like you can figure that one out for yourself.**

Scrunching his eyebrows together as his eyes never leave Felicia's peaceful face suddenly his eyes go as wide as saucers.

 _She's…._

 **Yes ever since we were reunited with our mate. Even now i can feel our heir growing inside of her.**

 **The others know not to touch her or they shall face our wraith. We are their leader and they must obey or face total annihilation.**

Well at least there was that. They were on the same page on that subject. She needed to be protected at all costs.

Especially against these things. These creatures that he can now somehow control. These creatures that are the key to everything.

The key to a better future for himself. The key for this beautiful woman by his side and his unborn child.

But how could he control the one inside of him? How can he….

 **You can't control me. I can hear all of our thoughts.**

 _Then how am i supposed to trust you? How do i know that you won't just take over like you have before?_

 **You don't but i've already have. We are now one. What you know, I know. What, I know you will learn.**

 **Unlike last time this time our merger is complete. We are now one and are the most powerful figure inside of this city.**

 **Tell me Peter Parker? Have you enjoyed it? Enjoyed our combined strength? Your enhanced abilities?**

 **Just look deep into your mind of what i've have done for you and tell me that you haven't enjoyed it for a single second.**

Now that was the million dollar question. A question that he instantly knew the answer to. And that scared him a little bit.

He has enjoyed what has happened to him. Has enjoyed the enhanced abilities that he has gained from merging with this symbiote.

Enjoyed feeling so powerful. Feeling as though he could take on anyone or anything. Including an army of Venoms.

But he would be lying if he didn't say there was something else that he cherished even more than the power.

And what he cherished the most was by his side now. This amazing woman sleeping peacefully by his side.

This woman that he admitted long ago that he had hidden feelings for. Feelings that as he thought about it the previous nights he knew he would have never acted on if it weren't for the confidence that this symbiote was giving him.

This symbiote that was able to make him act on his deep feelings for this woman. His true guardian angel.

 **Do you see now Peter Parker? Do you see now what we can become together?**

Keeping his eyes locked on Felicia's sleeping face slowly Peter nods his head as he briefly closes his eyes.

 **The time has come for a new age to begin.**

 **Our swarm litters the streets and grows by the hour. Nothing can stop us now from taking over but we are not yet complete.**

 **Our swarm may continue to grow but there is still one out there that needs to be dealt with. One that could destroy everything that we wish to accomplish.**

 _Venom._

 **Yes. This being must be eliminated before it's too late. Our swarm calls to him like they do for us. This threat must be distinguished.**

 **Even now our swarm awaits for the final battle to take place. A battle to decide who will lead the swarm while the other perishes.**

 **A battle we win will.**

 _But how? How are we supposed to win this battle if we can't even find him?_

 **Use the swarm. They are the key to finding the imposter amongst us.**


	10. Chapter 10

Feeling the briefest of a light creeping its way through her closed eyelids letting out a yawn reaching out as her hand finds her intended object in the form of a pillow in a sudden move Felicia covers her head completely burrowing herself underneath.

An position that she can't help but let out a sigh as she feels the soft fabric across her skin before slowly as one of her hands leave the pillow to reach out towards her side looking for her nightly companion as she feels her fingers only grazing the soft fabric of the bed sheets under her letting out a groan cracking open her eyes slightly slowly Felicia lifts the pillow up as she turns her head before her eyes open completely when she finds her companion missing leaving an open space in her bed.

Open space that had been held by her lover. An lover that as she listens closely can't hear him anywhere inside of her penthouse.

Something that only makes her slowly sit up allowing the blanket that had been covering to fall down revealing her naked breasts before slowly a frown starts to come across her face as she looks around the room finding his costume nowhere in sight.

Finding no traces of him anywhere. A sight that makes her frown only deepen as she gets up from her bed and starts to stretch her body out as she loses her battle to suppress a yawn that escapes her lips.

A yawn that causes her to snap her head towards the balcony just outside of her pent house when she swears to hear the faintest of chuckles coming from outside.

At least that is what she thought she had heard anyways. A chuckle but again it could have been her imagination.

But what if it wasn't? What if it truly was a chuckle of some sort?

Not even bothering to cover herself with her eyes peeled forward looking for even the slightest of movement coming from the balcony slowly making her way out of her pent house and onto the balcony just as she turns her head to the right only to be instantly hit with an intoxicating smell of something good coming from nearby without having a chance to react instantly as she feels a pair of arms gently wrapping around her from behind followed by a gentle kiss being delivered to the side of her neck unable to suppress it a small smile comes across Felicia's face.

A smile that only seems to widen as she turns her head to look over her shoulder to find Peter smiling down at her before she feels the softest of fabrics being placed over her shoulders as he moves away.

The softest of fabrics from one of her favorite black robes causing her smile to only widen before she slowly puts her arms through the sleeves and ties a knot in the front.

" Good morning kitten."

Feeling her smile only widening from one of her favorite pet names coming from his lips gently wrapping her arms around the back of his neck without giving him a chance to react gently she presses her lips to his own.

" Good morning."

Seeing a smile coming across his lips feeling her own lips curling up into a smile as she sees him nod his head over towards the side while his eyes remain on her glancing away for a brief second to look to her side instantly Felicia's eyes go slightly wide.

A small display across one of her tables on the balcony. In fact it was her favorite table to sit at. A small breakfast selection of eggs,pancakes,bacon while she can see a carton of cream and not milk resting next to the selection with a glass already filled.

 _Oh he's a keeper. Dorky but a keeper nonetheless._

Feeling her lips curling up into a wide smile returning her eyes back to his own seeing him twinkling over in her direction with mischief letting out a giggle feeling her smile only widening leaning forward gently Felicia presses her lips back to his own.

" You are such a nerd."

Letting out a chuckle leaning forward gently Peter presses his lips quickly to her own before slowly he pulls back to lean his forehead gently into her own as he sees a smile coming across her face.

" Yeah but you love it."

Unable to suppress the giggles that escape her lips nodding her head gently Felicia pecks him on the lips before slowly without her eyes leaving his own gently she feels his hands leaving her waist as he takes a few steps back to extend his arm out to her.

" Milady."

Seeing the slightest of bows coming from him unable to suppress the laughter that escapes her lips causing a grin to come across his face feeling a smile coming across her own reaching out gently Felicia loops her arm through his.

" Why thank you my stallion."

Without putting up any sort of resistance feeling her arm being tugged gently slowly Felicia feels herself being lead over towards a vacant seat at her favorite table.

" Stallion huh?"

Feeling her smile only widening leaning up slowly Felicia gently presses her tongue to the side of his neck and slowly goes upward towards his cheek.

" Yes and i'm not just talking about what you are packing underneath that lovely suit either."

Coming to a complete halt next to the vacant seat without giving him a chance to react reaching up Felicia gently turns his head towards her to press her lips to his own.

" You leave this kitty very pleased every single night."

Leaning her head back as she sees the reaction that she was looking for in the form of his cheeks starting to blush despite the almost pleased smile that is forming across his face feeling her own face matching his own as she watches him reach out and pull out a chair for her without any hesitation slowly Felicia sits down in the offered seat.

" Such a gentleman."

Feeling his smile only widening making sure she is seat gently scooting her chair closer to the table slowly Peter makes his way around the table unknown that Felicia watches his every movement with interest.

Interest that only increases by the second as she looks him up and down taking in everything before her. The a perfect breakfast display. The lit candles that she can see on the table as though it was some kind of romantic date.

But what interests her more is what she sees across from her. Her lover in a suit. An expensive looking suit if she had to take a guess.

A suit that she was sure that he didn't own before last night. Maybe a late night shopping trip once she had fallen asleep.

Regardless a suit nonetheless that looked extremely good on him. A simple black and white suit that matches their alter egos perfectly.

A suit that she wants nothing more than to tear off with her bare hands and escort him back inside to scream out his name for the whole world to hear.

An thought that makes her silently purr before she lets out a happy moan when she takes a sip out of her glass.

" So lover what brought this on all of a sudden?"

Without turning his attention away from the plate in his hands casually shrugging his shoulders slowly Peter fills up the plate with a little bit of everything available on the table before he places it down in front of Felicia earning him a smile.

" We thought it would be nice to treat you like a beautiful queen that you truly are."

Feeling her lips curling up into a smile reaching out to grab a hold of a nearby fork as she cuts into an egg on her plate and takes a bite unable to contain it a moan escapes Felicia's mouth causing her to see a flicker of a smile to come across Peter's face.

 _And he's a fantastic cook!? Okay after i'm done with this delicious meal i'm so going to drag him back inside and have my way with him._

 _Wait? Did he just say we?_

Glancing up from her plate and across the table finding Peter focused on his own plate without taking her eyes away from his face slowly Felicia tilts her head slightly as a thoughtful look comes across her face.

 _Hmm? Nothing looks out of place? Must have been my imagination._

Shrugging her shoulders with a smile coming across her face turning her attention back to her plate slowly Felicia retrieves another small piece of an egg off from her plate and takes a bite only for a smile to come across her face.

" I take it that it came out okay then?"

Swallowing the bite in her mouth with a smile coming across her face nodding her head reaching down Felicia grabs a small piece of bacon and takes a small bite.

" This is fantastic. When did you learn to become a terrific cook?"

" To be honest only recently. The meal that you are eating is actually the first thing that i've ever really cooked."

" Really? You did all of this just for me? I'm flattered."

" Well it's like you said. You never need to thank me. It's what we do for the one that we love the most."

Bringing her hand to a mid stop snapping her eyes up to meet his own as she sees a smile across his face unable to help but smile back reaching up Felicia takes a small bite of the bacon in her hand as she lets out a silent purr.

" Oh you're good. Too good for me if i'm to be honest."

" Well then we're just going to have to change that won't we?"

Failing to suppress the purrs from escaping her lips discarding the remains of the bacon over her shoulder rising up from her seat to make her way around the table swaying her hips seductively without giving him a chance to react gently Felicia rests herself in Peter's lap as she wraps her arms around the back of his neck feeling his arms circling around her waist.

" Now we're talking."


	11. Chapter 11

Trying his best to not laugh at the sounds of silent purr that would give a car's engine a run for its money coming from behind his back feeling his face breaking off into the biggest smile from underneath his mask keeping his eyes forward with a flick of his wrist causing another web line to shoot out that hits directly into the window of an incoming building without any delay with a slight turn of his wrists slowly Spider-Man guides himself along with Black Cat through the air and around the building before with another web line that hits its intended target of a street light hanging up slowly he descends them down to the ground.

Descends them down with pinpoint accuracy to land down on a nearby sidewalk right in front of his desired destination.

A destination that he could only imagine what his companion's reaction is. After All he did want to surprise her after all.

A surprise that he was sure she would remember for the rest of her life. An moment that he was sure he would also never forget.

And he wasn't disappointed. Wasn't disappointed to see her eyes as wide as saucers as she stares directly at the abandoned store right in front of them.

Wide as they could get before he watches those eyes that he has come to love turn towards him only for him to be surprised when she instantly pounces on him lifting his mask up in a clean motion and crash her lips to his own.

" Do you mean it?"

Opening his eyes as he sees her eyes shining brightly at him with a small ounce of fear behind them as though a small piece of her was expecting the worse sending a small smile her way slowly Peter nods his head causing him to see a lone tear to trickle down her cheek that he quickly wipes away with his thumb.

" I meant every word that i've told you before. You're the only one for me cat and its time that we showed you."

Unable to keep her face from breaking into a bright smile leaning forward gently Black Cat captures his lips once again.

" Then just wait until later my spider and i'll show you just how much you truly mean to me."

Pulling her head back just enough to see a grin coming across his face returning the grin leaning forward Black Cat pecks his lips and gently pushes his mask back down to cover his face before slowly as she turns on her heels with the biggest smile coming across her face looping her arms around his own with a tug she starts to pull him forward.

Starts to pull him forward towards the entrance door leading inside of a store that she never thought she would ever visit in this situation. Let alone with him.

A small jewelry that she can see has not been touched by an criminal during these times. During what she has heard to be called by the papers as The Symbiote Invasion.

An invasion that has seen countless civilians fleeing the city. Whether it was by a rescue by members of The Shield or some safely making it away before things truly escalated.

Escalated to where they are now. Isolation. The lone bridge that would ensure a safe passage out of the city for anyone gone reduced to only ash.

All thanks to The Shield in their grand scheme to stop what they called the plague from spreading. Such an awful term she thought.

A term that just wouldn't do. What was going around them wasn't a plague. No it was a revolution. It was an evolution of bigger things that were yet to come.

But first she would enjoy the small moments like this.

Bringing him to a stop in front of the entrance door retracting her arms from his own to grab a hold of the door handle finding the door to be locked as expected in a sudden motion with a flick of her wrist a small smile comes across Black Cat's face as she extends her claws out of her right glove before without any hesitation she slowly picks the lock and throws open the door causing a small gust of wind to flow through the air.

A gust of wind that makes her hair blow freely that she ignores completely to slowly make her way inside of the shop with her eyes constantly glancing around.

Constantly glancing around through the darkness until almost instantly the lights come flashing on causing her to look over her shoulder to find Spider-Man leaning against a nearby wall with his arms crossed pointing towards a nearby lightswitch.

Feeling her lips flickering upward turning her head back forward to look around as she turns her head to the left to instantly spot exactly what she was searching for feeling her lips curling up into a wide smile without any hesitation slowly Black Cat makes her way over and stops in front of a large display case to look down towards the treasures inside with her smile only widening.

Only widening as she takes in every single piece of jewelry that she sees just waiting to be snatched from behind it's display case.

Jewelry that seems to be calling to her as she looks at every single thing on display. Looks at every single necklace that she sees shining up towards her.

Looks at every single ring that rests in their respected cases. Some better than others. But there was one.

One ring that truly catches her attention. A diamond ring. A silver band ring with a noticeable large diamond in the center.

A diamond that shines up just as bright as the smile that breaks across her face. A smile that doesn't go unnoticed by her companion that slowly makes his way to stand right behind her unknown to her knowledge.

An companion that makes his presence felt by gently wrapping his arms around her from behind and look over her shoulder down towards the display case.

" It's perfect for you my queen."

Feeling her smile only widening reaching down slowly Black Cat carves a large opening through the display case just big enough for her to stick her entire arm through before slowly she retracts her arm out of the case with her prize gently in her hand.

A prize she can't help back smile down towards before instantly as she feels the ring gently being taken out of her hand letting out a growl causing her to hear a silent chuckle snapping her head to glare over at her companion without having a chance to react as she feels him gently taking her hand into his own a small smile comes across her face when she feels him slowly slipping the ring onto her ring finger.

An action she has to blink away the tears of happiness that want to escape her eyes before slowly without giving him a chance to react flipping up his mask once again leaning forward Black Cat presses her lips gently to his own.

A kiss that she can't help but smile into as she feels his arms circling around her waist and his tongue caressing her own so lovingly.

With so much passion that causes her in a swift motion to jump up onto the counter and bring his head closer to her own as she deepens the kiss further.

Deepens the kiss not even noticing the blinking lights through her closed eyelids. Not even noticing the small convoy that makes it way past the store from outside.

An convoy that suddenly comes to an halt unleashing numerous soldiers one after another out from the safety of their armored vehicles.

" Spider-Man!? Come out with your hands up!"

Breaking off the kiss to let out a growl snapping her head over to her side as she glares at a nearby soldier that points his weapon up towards them with numerous others doing the same from behind them feeling her face only hardening with every passing second Black Cat locks eyes with the soldier.

" Do you boyscouts mind? We're having a moment with our woman."

Snapping her attention away from the soldier for a split second to look over towards Spider-Man seeing him staring directly towards the frozen soldiers a flicker of confusion comes across Black Cat's face.

 _There it is again. He has been saying we but why?_

Putting the thought in the back burner for now turning her attention back over towards the soldier seeing him slowly approaching along with a few others just as she opens her mouth feeling his arms leaving her waist slowly Black Cat glances over towards Spider-Man to see him moving forward.

Moving forward until he is directly in front of her blocking the soldiers view of her. A sight that makes her raise up an eyebrow before movement out of the corner of her eye causes her to look down.

Look down to instantly have her eyes go wide when she sees his right hand slowly morphing. Morphing into some kind of blade.

" Come quietly or we will…."

Suddenly without having a chance to react the soldier's world goes black when he sees a black blur coming directly at him that lands clean into his forehead.

Unable to keep her eyes from going wide as saucers at what she sees slowly as she watches the soldier drop down back first to the ground with a thud snapping her eyes back up to stare at her companion's back instantly Black Cat's eyes widen further when she hears an ear piercing scream coming from him.

A familaur scream. A scream that she knew like the back of her hand. The scream of a symbiote. Only this one was different.

This time the scream was coming from him. Coming from her lover. Coming from her man. A scream that she watches the remaining soldiers start to backpedal in shock before her eyes widen even more and she lets out a silent purr when she sees two black bladed tentacles come shooting out of her man's hands that land clean against the remaining soldiers as he twirls them around effortlessly.

Twirls them around slicing away at the soldiers armors until nothing remains. Until nothing but blood covered remains laying in puddles of their own blood.

A sight that for some odd reason didn't scare her in the slightest. Didn't make her want to run. But instead made her want to kiss him.

 _God there must be something wrong with me!? How could i be getting turned on right now? I just watched him chop up these guys like shish kabob._

 _Well…._

Snapping out of her thoughts as she sees Spider-Man slowly stalking his way out of the shop and over towards the convoy with numerous tentacles shooting out of his suit towards every single soldier in sight causing loud screams to echo through the air a small smile comes across Black Cat's face.

 _I do like to see my man in action afterall._

Shrugging her shoulders hopping off the counter as she follows after the sound of screams echoing through the air gently Black Cat plays with the ring on her finger before just as she is about to pass through the open doorway suddenly she comes to a stop to glance over her shoulder.

Taking a quick glance back over towards the display case then back down the street where she can see her man watching as a swarm of symbiotes come flooding down from nearby buildings onto their unexpected victims feeling her lips curling up turning back on her heels to make her way back towards the display case reaching out slowly she scoops up a few more pieces of jewelry that caught her eye.

 _Old habits die hard._


	12. Chapter 12

" So what's with this we business?"

Trying his best to suppress the grin that is threatening to come across his face causing him to witness her letting out a huff as she crosses her arms over her chest while she eyeballs her with suspicion reaching out gently Spider-Man takes Black Cat into his arms only to feel her necks come up to wrap around the back of his neck holding his head firmly in place.

" Well lover?"

Keeping her eyes locked onto his own as she feels him casually shrugging his shoulders in a swift motion rearing back Black Cat smacks Spider-Man in the back of the head with her right hand before she returns it back down to clasp with her left hand as she looks into his shocked eyes trying her best to hide her amusement.

" Don't shrug your shoulders at me. Is this because of the traces of symbiote on your suit? What is it doing to you?"

 **I told you so. Our perfect mate in every single way.**

 _Easy for you to say. How am i suppose to tell her? Gee Felicia nice day isn't it? Oh by the way, I merged together with the symbiote on my suit and have it's voice lingering in the back of my mind._

 **She'll understand. She has never abandoned us. She never will.**

 _Yet and that is the keyword. She'll absolutely freak out when she hears about this. Not that i wouldn't blame her. Besides you've never truly seen her angry before. She has sharp claws!_

Keeping her eyes locked on his own as she sees him staring off into the distance with what looked to be a thoughtful look across his face narrowing her eyes in suspicion letting out a huff rearing back Black Cat quickly smacks him in the back of the head once again.

" Spider!"

Snapping out of his thoughts looking back over towards Black Cat as he sees a mixture of emotions radiating from her eyes from suspicion to concern letting out a sigh removing his arms from around her waist reaching up gently Spider-Man takes her hands within her own.

" What's going on? You're starting to scare me."

Feeling his hand leaving her own to reach up to scratch the back of his neck keeping a firm hold of the other gently Black Cat squeezes his hand.

" Well….you remember how some symbiote was attached to my suit?"

Keeping her eyes locked on his own only seeing a sense of nervousness start to radiate from them as they glance up towards her before going back down to look towards the rooftop they are on gently Black Cat squeezes his hand.

" You might have mentioned that once or twice. Why?"

" Well….it's not exactly attached to my suit anymore. It's part of me now."

Unable to lift his head up to stare into what he knew to be a pair of shocked eyes remaining motionless after a couple of long seconds with only the sound of the wind blowing through the air suddenly as he feels her hand resting underneath his chin without having a chance to react slowly Spider-Man feels his head being lifted up to stare directly into her eyes.

Eyes that surprisingly to him show a sense of understanding. No fear. No shock.

" Is that what that's all about?"

" You're not afraid?"

" Why would i be? You're still you right?"

Nodding his head unable to help his lips from curling up into a smile that is seen by his companion as she tugs up his mask slightly instantly as he feels her lips pressing gently to her own Spider-Man can't help but smile into the kiss.

 **Now will you start to listen to me? We've had our fun with our mate. Now it is time for us to do what we must.**

 _Geeze don't get your panties in a twist. We'll get to it later. First i'm going to enjoy the moment with our kitty here. Besides why are you in such a hurry anyways?_

 **Our swarm calls to us. Even now they await for us to claim our rightful place. We must now allow the other to do so.**

 _And that leads back to the glaring question. How am i suppose to find him? I can't sense him and i'll you've said is use the swarm._

 **Listen closely young hatchling. The swarm calls out to the both of us. They are the key to finding the imposter.**

Breaking off the kiss as she feels his forehead gently resting against her own within a flash as the smile across her face vanishes into a stern look while her right hand roam downwards without giving him a chance to react instantly Black Cat jabs a claw from her right index finger directly into Spider-Man's ass cheek causing him to jump away from her.

" That was for not telling me sooner."

" But,but,but…."

" No buts unless it's mine that your foddling. I already had my suspicions about what was going on but if we are to be a team then there will be no secrets between us. Understood?"

Unable to speak a single word but to only nod his head repeatedly causing her lips to flicker upward as he watches her approach without having a chance to react Spider-Man feels her crashing her lips back to his own once again as he hears the sound of laughter in the back of his mind.

 _Oh can it._

 **So when do you plan to tell our mate that she is pregnant with our heir?**

 _One thing at a time. First lets deal with Venom then i'll tell her._

* * *

Staring down towards her peaceful face that seems to be glowing underneath the small shine coming from the bright moonlight outside feeling his lips curling up into a smile suppressing the urge to reach out to tug a loose piece of her hair behind her ear by stopping his hand in mid motion retracting his hand turning on his heels slowly Peter makes his way over towards the open doorway leading to the balcony only to come to a stop and glance back over his shoulder once again at her.

Glance back at the woman that without a shadow of a doubt owned his heart. Owned his dreams. Even invaded his thoughts on more than one occasion every single day.

A true angel he thought. Only this angel was dressed in black and not just white. His angel. His savior.

 **She'll be fine young hatchling. She's strong.**

 _The strongest woman we'll ever know but i still can't help but be concerned about her._

 **It's only natural hatchling to care about your mate. Our swarm nearby will protect her. You need to keep focused.**

 _Yeah,yeah,yeah._

Taking one final glance back over at the sleeping woman that is resting comfortably in her bed tugging his mask over his face without looking back slowly Spider-Man makes his way onto the balcony and leaps off the penthouse only to shoot out a web line that lands directly on a nearby building unaware of a pair of eyes that snap open.

Hearing the familiar sound of a web line being shot out snapping her eyes open glancing over towards the balcony seeing him nowhere in sight letting out a huff in a sudden move rearing back Felicia throws off the blanket causing it to fall down to the ground carelessly exposing her nude body before with an extra stride in her step she makes her way over to grab a hold of her discarded Black Cat suit from off of the ground.

 _Now where is he going? I thought, I made myself clear with the no keeping secrets from each other. I'll just have to punish him later._

Feeling her lips curling up at just the thought tugging up her zipper on her suit just enough to allow enough cleavage that left nothing to the imagination gently placing the domino mask on her face turning on her heels without any hesitation instantly Black Cat takes off into a run before she leaps off from the penthouse into a dive only to shoot out a line from her grapple gun.

 _You can run my spider but you can't hide._

* * *

 **Hatchling? We're being….**

 _I know, I know. You think she'll be mad?_

Counting the laughter in the back of his mind as a yes coming to a stop on a nearby rooftop after a few seconds as he hears the sound of a pair of heels landing down at the other end of the rooftop feeling his lips curling up into a smile just as he turns his head to see her approaching instantly the smile across his face vanishes when he sees the stern look across her face.

" Uh hey kitten…."

" Don't you hey kitten me. I thought, I made myself quite clear earlier. Now i'm gonna have to take drastic measures."

Quickly closing the distance between them without giving him a chance to react reaching down Black Cat grabs a firm hold of his crotch causing his eyes to go as wide as saucers.

" This belongs to me and if you want this kitty to ever play with them again then you will start to listen to her. Understand?"

" Yep! Crystal!"

" Good."

Releasing her hold causing her to witness his hands almost instantly reach down to cover his groin reaching up gently Black Cat tugs his mask upward and pecks him on the lips.

" I'm glad we had this talk."

" Me too kitten."

Unable to keep her lips from curling up from hearing how high pitched his voice is gently Black Cat starts to play with the expose hair in the back of his head.

" So where are you going?"

" Umm…."

Instantly seeing her eyes glaring at him dangerous gulping his throat letting out a sigh Spider-Man nods his head over his shoulder.

" I was going after him."

" And who is this him? Don't tell me that i have competition for your affections?"

Letting out a chuckle reaching up gently Spider-Man wraps his arms around her waist and pulls her close to his chest not feeling her putting up any resistance.

" In your dreams gorgeous. I'm all yours now and forever."

Unable to help but purr at his words leaning over gently Black Cat pecks him on the lips.

" You know just the words to make a girl feel special don't you?"

Feeling his lips curling up into a grin casually shrugging his shoulders causing her to roll her eyes at him causing his grin to only widen leaning forward Spider-Man captures her lips once again.

" I was going after Venom. The annoying voice in my head told me it was between me and him to decide who would lead the symbiotes.

Would you care to join me on this fine evening?"

" I wouldn't miss it for the world."


	13. Chapter 13

" What is it?"

Feeling her companion coming to a stop on top of a street light keeping her grip around the back of his neck firm leaning over his shoulder to take a closer look at his face seeing him staring directly ahead following his eyesight slowly Black Cat's eyes go slightly wide when she sees a pair of symbiotes staring back at them from a nearby sidewalk.

Symbiotes that she swears look up towards them with confusion before a look of realization comes across their faces.

A look that surprises her for a split second before a couple of recent conversations come flooding back into her mind.

The realization that the man that she is hanging onto is their leader. Her man was their leader. Their leader now and into the future.

A thought that makes her lips curl upward for a split second before she quickly suppresses it when she sees the symbiotes turn and make their way down the sidewalk and disappear behind the corner.

" Well it did say that the quote swarm was the key to finding him."

Nodding his head without any hesitation reaching out Spider-Man shoots a web line out that lands clean against a building before slowly he glides them around the building in search of the symbiotes.

Symbiotes that don't even glance back in their direction as they make their way through the darkness. Make their way down dark alleyways crawling up every single wall that gets in their way as they go deeper and deeper towards the outskirts of the city.

Deeper and deeper until instantly Spider-Man descends down from the ground with Black Cat safely tucked on his back when he sees them making their way into the park.

A park that as he looks into the distance he can't help his eyes from widening unknown that his companion has the very same reaction.

The once beautiful park. A park full of life engulfed in darkness. Darkness is the form of symbiotes. Symbiote pods everywhere in sight as though it was a nest.

Symbiotes lurking amongst the trees as though they were the hive's personal guards. A sight that would have horrified him just days ago.

But now? Now for some odd reason he felt at peace. For some odd reason wasn't scared of what he was seeing.

Instead he felt some kind of connection to this hive. A thought he instantly thought that it must be because of the symbiote that merged with him.

Snapping out of his thoughts feeling Black Cat getting off from his back reaching out gently Spider-man takes her hand within his own before slowly with his eyes constantly glancing around their surroundings looking for even the slightest sign of danger he starts to lead them forward.

Lead them forward towards the entrance into the park. An entrance that he instantly spots a few symbiotes coming forward from the trees with growls only to hear them go silent and bow their heads as he leads Black Cat past them.

The very same reaction that he watches every single symbiote that they pass on by doing. A sign of respect.

A sign of things to come. To bring in a new era. A new era with the woman by his side molding the city as they sought fit.

But first there was one obstacle in their way. One big obstacle. His rival for this personal army before them.

He just needed to find him first.

Releasing a hold of her hand slowly making his way towards the center of the park where a small lighthouse can always be seen now completely covered with traces of symbiote all over coming to a stop at the entrance with a flick of his wrist sending a web line up towards the top with a series of flips Spider-Man lands on top of the lighthouse and glances all around the park.

" Where are you Eddie!? I'm right here! Come out and face me you coward!"

Keeping his eyes constantly glancing around seeing only too familiar eyes staring at him from their respected spots just as he turns his head to look back down towards Black Cat to see her shrug her shoulders at him instantly Spider-Man snaps his head back forward as he hears an ear piercing scream coming from the distance.

A scream that only gets closer by the second before he watches a large black blur land clean into the ground not too far away from the lighthouse.

A blur that he slowly watches morph into him. His greatest enemy. The one that started all of this. His rival.

" So good of you to join us Eddie."

Hearing the sound of a growl coming from the large symbiote feeling her eyes only widening instantly Black Cat takes a slight step back when she watches Spider-Man leap off from the lighthouse in a series of flips to land down directly in front of Venom from a few feet away.

" Parker!"

Keeping her eyes focused on her man slowly as she watches him slowly circle around Venom as the later does the same seeing movement out of the corner of her eye turning her sights away for a split second instantly Black Cat's eyes widen slightly when she sees a symbiote coming to a stop to sit by her side.

A sight that reminds her instantly of a dog. Like a puppy looking for affection. A sight that makes her reach out and lay her hand down on the symbiote's head only to have her lips curl up into a smile when she feels it leaning into her touch.

" Oh we're going to get along just fine."

Instantly as she hears an ear piercing scream erupting through the air snapping her head forward back towards the combatants unable to suppress it Black Cat's eyes go as wide as saucers when she sees both having the same idea sending a bladed tentacle towards each other only for the blades to clash with a loud clang.

A clang that follows by another then another as more and more tentacles come soaring out of their respected bodies towards their enemy.

Towards their rival. Towards the one they needed to defeat with the stakes never being this high.

Seeing his attacks being deflected with ease in a sudden move with a flick of his wrists instantly Spider-Man shoots out a pair of web lines that land clean against their marks in Venom's shoulders before without any delay he catapults himself forward to smash his feet clean into the symbiote's chest sending him back pedaling.

Sending another web line that lands clean against the symbiote's chest rearing back with all of his might instantly Spider-Man sends Venom soaring in his direction only to land a clean uppercut sending the symbiote soaring back through the air only for him to quickly catch himself by shooting out his own web line that lands clean against a nearby tree and slowly guide around the tree.

Gliding around the tree back in his direction before in a sudden move Spider-Man rolls out of the way just in time as Venom comes crashing down to the ground with closed fists causing a crater to be formed underneath him.

A crater that only deepens when Spider-Man launches himself into the air with a closed right fist only for his fist to be caught in mid air causing a small shock wave to erupt through the air.

A shockwave that causes a small dirt cloud to form in the crater as Spider-Man rears back his free hand to send a closed fist in Venom's direction only to have the same result.

Staring angrily into the eyes of his rival just as he lets out an ear piercing scream without having a chance to react instantly Venom's head snaps back when he feels a well placed knee landing clean against his chin followed by a well placed spinning kick causing him to back pedal.

Seeing an opening being presented to him in a sudden move rearing back Spider-Man unleashes a web line that lands clean against Venom's leg before with a tug he launches him down onto the ground only to immediately pounce on top of him.

Uncovering her eyes looking back towards the crater instantly as she sees her man unleashing punch one after another down into Venom's face from deep within the crater causing small ounces of symbiote to go flowing off from the symbiote's face with every blow feeling her lips curling up Black Cat can't help but stare at the scene in total amazement as she lets out a silent purr.

 _I didn't know he could be so….powerful! I can't wait to bare his children. Very powerful spider and cat children._

Unable to keep her purrs from intensifying by the second instantly Black Cat's eyes widen when she sees Spider-Man being flipped out of the crater from a well placed knee before she lets out a sigh in relief when she sees him effortlessly land on his feet with a aerial flip.

 _That man truly doesn't know what he does to me._

Looking back towards the crater suddenly as she sees Venom snapping his head to look over in her direction causing her eyes to widen without having a chance to react feeling her hand touching nothing but air instantly Black Cat snaps her head to look down to find a symbiote growling over at Venom.

The very same symbiote that had been resting by her side. A symbiote that she watches be quickly be joined by another. Then another until she is surrounded by a small group.

A sight that she can see having a clear effect on Venom as he growls angrily at her before instantly she watches him leap up into the air towards her with an ear piercing scream.

A scream that is quickly silenced when she watches him collide with a black blur from his side. A black blur in the form of her man as he drives his feet down hard into Venom's chest as they land down into the dirt with a tremendous thud.

A thud that is quickly followed by another when in a sudden move Spider-Man wipes Venom through the air having him land clean against the lighthouse causing him to smash through the walls and to the other side sending debris everywhere in sight.

Causing the symbiote in question to snap up to a sitting position only to have his head go flying back into the ground into a ground with a thud from a vicious well placed fist landing clean against its chin.

A fist that is quickly followed by another as the symbiote attempts to get up before without having a chance to react it lets out an ear piercing scream when it feels itself being launched through the air.

Launched through the air only to turn in mid flight and land down hard into the ground in a kneeling position growling over at its rival.

A rival that stares angrily back at it with his hands clenched into tight fists at his sides. A rival that he can feel powers growing.

Feeling his pull towards the swarm getting even stronger. His swarm. The swarm that he is trying to steal from him.

But there was something else. There was another pull and it was coming from her. This pest that it would always find by his rival's side.

This woman that has its rival's scent all over her signaling that she was his mate. But how could her pull be so strong so quickly?

So strong to the point where his swarm would protect her. That his swarm was revolting against him in favor of her as though she was one of them.

One of them?

Instantly as its eyes widen taking a quick glance back over towards Black Cat seeing a swarm of symbiotes surrounding her as her hands are noticeably seen on the top of a pair of symbiotes heads at seem to be leaning into her touching growling over in his direction.

A sight that makes a look of shock come across her face for a brief second before it feels itself being launched through the air once again by a clean boot to the side of his face.

Landing down into a kneeling staring angrily at his rival seeing the symbiote snapping up to its feet instantly as a loud gunshot echoes through the air from a distance away Spider-Man snaps his head over towards the sound's origins.

Towards where he can see a shine of a rifle coming from a building off in the distance that quickly disappears as the sound of ear piercing screams echo through the air.

Screams that cause him to snap his head to look over his shoulder only to have his eyes to go as wide as saucers when he sees Black Cat on her knees holding her stomach.

Holding her stomach with a noticeable puddle of blood forming underneath her as blood trickles through the cracks of her fingers.

" Cat!?"

Racing quickly over with a series of web lines coming to a stop to kneel next to her in a sudden motion Spider-Man catches her as she falls forward before being as gentle as possible he slowly lowers her head down to rest within his lap.

Lowers her head down feeling tears trickling down his cheeks that he ignores when in a swift motion he rips his mask off and discards it over his shoulder to gently place his hand on her cheek.

" Cat? Cat talk to me."

Feeling intense pain coming from her stomaching gritting her teeth in an attempt to ignore the pain opening her eyes as she sees a pair of teary eyes looking down towards her with tremendous concern feeling her lips flicker up only to disappear when a fresh wave of pain passes through her causing her to close her eyes for a brief second ignoring the pain reaching up gently Black Cat lays her hand down on his cheek.

" I really did it this time didn't i?"

" Shh. You're going to be okay."

Seeing the slight shake of her head going to the side gently Spider-Man feels her wiping away a tear that comes trickling down his face.

" Not this time love."

Ignoring the tears that keep trickling down his cheeks leaning down gently Spider-Man takes Black Cat in his arms and starts to rock her back and forth.

" Don't say that! You're going to be okay! I'm not losing you!"

" It's okay. I got to have you."

Instantly as he sees Black Cat's eyes slowly starting to close Spider-Man's eyes go as wide as saucers.

" Felicia!? Felicia!"

Snapping up to his feet with her safely tucked away in his arms bridal style slowly Spider-Man shakes his head as he stares down towards her face.

" I won't let you go!"

Suddenly as though a surge of power was running through his body making it as though his veins were on fire almost instantly as tentacles comes shooting out of his arms to wrap around her body until they are completely covering her without having a chance to react as a flash erupts through the air Spider-Man is forced to snap his head to the side with his eyes firmly closed.

A surge that disappears so suddenly causing his eyes to snap open and look back towards Black Cat only to have his eyes go as wide as saucers.

" Felicia?"

Only what he was looking at wasn't Felicia. No instead it was some kind of cocoon. A black cocoon where she had once been.

 **Author Notes: This is my first Spider-Man story so not sure about the fight scenes if they were good or not. I've done numerous DC stories featuring mostly Green Arrow and Black Canary fights so our favorite Spider-Man is a new level of action scenes for me. Let me know what you think in your reviews. The final chapter will be up shortly.**

 **Pootamis**


	14. Chapter 14

Keeping his arm wrapped around the precious cargo clutched tight to his chest webbing his way quickly through the city until he spots his sacentury in the form of her penthouse hovering high above with a series of web strings without any delay Spider-Man swings himself up to the very top of the building and lands down clean on her balcony before without a moment's hesitation quickly he makes his way inside to gently place his cargo down on her bedroom bed.

Such precious cargo in his mind. Cargo that he knew what iss inside. Who is inside. If the heartbeat that he hears was any indication.

A black cocoon that he has felt a connection to as he made his way through the city. Made his way through the city with a swarm of symbiotes following after him.

A swarm of symbiotes that he could see crawling up the penthouse as he made this way through the balcony.

The very same swarm that he can see just outside on the balcony standing on guard. Standing on guard to protect their leaders.

To protect the ones that they followed if the last battle was any indication. A well one sided battle. Something he couldn't believe himself.

Couldn't believe how powerful he truly has become ever since merging with the symbiote. Becoming so powerful that he was able to throw around his rival like a ragdoll.

A ragdoll that once his back was turned made a speedy getaway. But he would worry about him later. Right now he had more important matters to intend to.

Matters involving this cocoon that holds the woman that he loves deep inside. A cocoon that he wasn't sure what he was suppose to do.

Was he supposed to break the cocoon? If so would it hurt her in anyway? Would he just have to wait and if he did how long would it take for the cocoon to open?

So many questions. Questions that he has asked his symbiote counterpart only to hear that side of him go silent.

Hear nothing but silence instead of the usual lingering voice in the back of his mind. Something that deeply concerned.

But that concern would have to wait. Would have to wait until this crisis was solved. Until this crisis was dealt with.

" Felicia? Can you hear me?"

Gently placing a hand down on the cocoon closing his eyes as he hears the sound of a steady heartbeat coming from within the cocoon as though his body was responding on its own leaning down gently Peter kisses the cocoon.

" If you can hear me, I need you to come back to me. I need you. Do you understand? All of this. Everything that we have accomplished these past few days means nothing to me without you.

Please kitten. I really need you to be here with me right now."

Closing his eyes gently resting his forehead against the cocoon content with just listening to the steady beating of a heartbeat that seems to be picking up suddenly as he hears the sound of a low growl coming from the balcony opening his eyes slowly Peter turns his head.

Turns his head to find the swarm of symbiote growling off into the distance. Growls that makes a curious look come across his face as he slowly makes his way over towards the edge of the balcony to look off into the distance only to have his facial features harden.

Have his face form into an intense glare as he looks off into the distance to find the main base of The Shield's forces staring directly at him.

A very large base. A base that he had scouted secretly the other night. A base from what he could see was being surrounded by some kind of special shield.

Some shield that was blocking any symbiote from getting through. From allowing his swarm to invade the base.

A base with every passing second he can't help his facial features from hardening as he clutches his mask firmly in his hand.

* * *

Trying his best to hide the smirk across his face only to fail almost immediately keeping the firearm clutched firmly in his hands as he watches another symbiote come charging forward only to be zapped back when it tries to break through the shield surrounding the base letting out a chuckle turning his head to his side to send an amused look towards his partner seeing the very same look being sent his way just as he turns his head back forward before the guard has a chance to react instantly his world goes black when he sees a black blur swinging through the shield to deliver a pair of well placed boots clean against his face.

Without breaking his momentum catapulting himself over towards a nearby guard without any delay rearing back Spider-Man lands a spinning heel kick that lands clean against a nearby guard's face causing them to spin through the air and land face first down on the ground with a thud.

Hearing the sound of guns being cocked in a sudden move snapping around instantly Spider-Man unleashes a pair of web lines that land clean against two guards chests before with a flick of his wrists rearing back with little effort he sends them soaring through the air over the shields and onto the street only for them to scream seconds later as a swarm of symbiotes jump on them.

Turning his attention back forward to race his way through the base avoiding incoming gunfire with a series of flips instantly just as he is about to pass an incoming guard with a flick of his wrist hooking a web line around the guard's foot with a tug Spider-Man pulls him down to the ground before with tremendous strength using the guard as a battering ram instantly he spins the guard around through the air having his body collide with every single guard nearby.

Having him smash into his fellow guards before he releases his hold on the web line causing the guard to go flying through the air towards the other end of the base with a tremendous thud.

Hearing the sound of ear piercing screams coming from nearby snapping his head over his shoulder to take a quick glance finding numerous symbiotes trying to break through the shields in an attempt to aid him quickly looking around instantly as he finds some kind of large generator at the other end of the base without any delay instantly Spider-Man takes off into a run.

Takes off into a run avoiding gunfire that continues to come his way as the sound of the symbiotes screaming echoes through the air.

Screams that could be heard over the constant gunfire. Gunfire that is never ending. That is until he starts to hear another form of screams coming from the other end of the base.

Screams that force him to look over to find his rival making his way through a line of shield soldiers that continue to unload round after round into him seeing no effect on him whatsoever.

A rival that he sends a quick glare towards before he blocks him out of his mind for a split second to focus on the task at hand.

A task that he sees getting closer and closer as he closes the distance quickly between them. Sees himself getting even closer until suddenly a yellow blur comes crashing down in front of the generator causing a crater to form underneath him.

A massive man. A man that has called New York City his home. Particularly the streets. His true home in his mind.

A man that he had worked with in the past once or twice. A man that looks at him now with a slight look of disgust as he cracks his large knuckles.

Knuckles that almost instantly he sees coming his way in the form of a large closed fist that he quickly turns away from avoiding the contact before as he wraps his arms firmly around the bigger man's arms in a sudden move twirling around Spider-Man delivers a pair of well placed boots that land clean against Luke Cage's face only to have his eyes go wide at seeing them having no effect on him.

Shock that quickly presents an opening to his opponent and before he knows it he feels himself being thrown through the air only for him to twirl himself around and land in a kneel as he stares up towards an approaching Cage.

Smashing his fist down into the ground snapping up to his feet with a flick of his wrists instantly Spider-Man sends a pair of web lines down into the ground as he takes a couple of steps back causing Cage to come to a complete stop before slowly as he locks eyes with him to find him waiving him over instantly Spider-Man catapults himself through the air in Cage's direction with a raised right fist.

A fist that he quickly opens to grab a hold of Cage's own to avoid his counter strike before he flips himself over the bigger man's back.

Flips himself over the bigger man's back only to in a quick motion send a web line directly into Cage's eyes when he sees the bigger man turn body around to face him causing the man to scream out in pain.

An opening that he would not waste as he sends a web line that lands clean against Cage's chest before as he plants his feet firmly into the ground in a sudden move rearing back with all of his might he sends Cage soaring into the air towards the generator only to watch the man land his mark causing the generator to spark up before a loud explosion echoes through the air.

An explosion that knocks Spider-Man off of his feet for a split second before as he slowly attempts to make it up to his feet without having a chance to react feeling a black web line landing clean against his chest instantly he feels him soaring through the air only to feel a large black hand back hand him to the ground a couple of feet away.

Shaking away the slightly dazed vision he is seeing snapping his head up ignoring the screams coming from nearby guards as a large swarm of symbiotes come flooding into the base only to pay attention to Venom that slowly stalks his way over towards him with a couple of tentacles coming his way.

Tentacles that almost instantly as he tries to dodge only to feel one slashing at his chest hard as though it was a razor sharp claws makes him let out an ear piercing scream that echoes through the air.

* * *

Keeping its eyes wide open staring at the black cocoon laying just above him from the safety of her bedroom bed hearing the continued sounds of growls coming from his fellow symbiotes glancing over in their direction as it finds them hovering over the edge of the balcony looking out into the distance getting up from its spot on the ground slowly a symbiote makes its way over out of the penthouse and onto the balcony.

Makes its way past its fellow symbiotes to look off into the distance at the unknown structure in front of its eyes only for it to instantly tilt its head slightly when the bright blue lights surrounding the compound turn off instantly as a loud explosion echoes from the distance.

An explosion that causes a small howl to erupt from its fellow symbiotes that it can't help but do the same.

Do the same before every single one of them snaps their head back towards the compound with an ear piercing scream is heard echoing through the air.

A scream of pain coming from their leader. A scream of pain that they can't help but growl at as slowly one by one they make their way down the penthouse only to quicken their pace unknown what is going back on above.

Going back on inside of the penthouse. The black cocoon. The once silent cocoon with the occasional heartbeat now silent until instantly a black fist comes crashing through the cocoon from the inside revealing a large set of black claws.

* * *

Landing down back first to the ground with a tremendous thud shaking his head once again without having a chance to react instantly Spider-Man feels a pair of strong arms grab a hold of his suit and hoist him up into the air.

A pair of arms belonging to Luke Cage as an approaching Venom makes his way over from nearby. A sight that makes him in a split motion unleash a bladed tentacle that lands clean through Cage's arm causing the bigger man to let out a scream as he feels his feet hitting the ground before without any hesitation Spider-Man rolls himself quickly out of the way just in time for Venom to latch onto Cage's chest instead of himself.

Latch onto the bigger man's chest before he watches Cage rearing back to unleash punch one after another that lands clean against Venom's face.

A sight he watches take place for a few seconds before as he sees Venom in a sudden move bite down hard into Cage's arm causing him to scream out in pain rearing back Spider-Man sends a web line that lands clean against the middle of Venom's back.

Without any hesitation rearing back with all of his might instantly Spider-Man sends Venom soaring through the air in his direction only to send a clean uppercut that lands clean against the symbiote's chin sending him back high up into the air once again.

Keeping his grip on the web line tight with a tug Spider-Man pulls Venom back down towards him to land a spinning kick directly to the symbiote's chest sending it flying through the air and into an incoming wall.

Snapping his attention back towards Cage instantly as he sees the bigger man unleashing a large container his way in a sudden motion rearing back Spider-Man shoots a web line at the incoming object and twirls it around through the air only to send it back to where it had come from.

Send it back to Cage only to watch the man take a step forward and smash his fist into the container sending it flying back towards him not giving him a chance to react.

Not react when he lands clean against his chest causing him to fly back and hit the ground hard with a tremendous thud.

A thud that echoes through the air followed by another as he throws the container off of him to the side.

Getting up to a sitting position feeling intense pain coming from his midsection causing his hand to clutch his right side snapping his eyes back up as he sees Cage approaching him from one side while out of the corner of his eye he sees Venom doing the same trying his best to ignore the pain as best as he can gritting his teeth slowly Spider-Man makes it back up to his feet.

Makes it back up to his feet only to watch his two rivals come to an halt as an ear piercing scream echoes through the air.

A scream that causes every last one of them to turn their head to look towards the scream's origins. Look up to have Spider-Man's eyes go as wide as saucers at what he sees.

Black Cat or a very different version of her staring down angirly flicking her eyes back and forth between Venom and Cage.

A Black Cat with a very different looking attire. In fact he was sure there was nothing underneath what he was seeing.

Her nude body only being covered in a couple of parts by traces of symbiote. Symbiote that he can see was slowly reflecting her emotions if the large black claws coming out of her hands were any indication.


	15. Chapter 15

Seeing the bizarre shields that had once been blocking their advance to help their leader from invading the compound falling presenting a clear opening on many fronts without any hesitation instantly a swarm of symbiotes come charging through the opens with ear piercing screams.

Screams that can be heard echoing through the air as they advance towards their enemies that they had seen attacking their leader.

Enemies that they quickly work on as one by one they are slaughtered by a wave of endless attack by the symbiotes.

Some falling victim to the swarm of being absorbed to become just like them. Others receiving a much more painful fate.

A fate in the form of numerous claws ripping through their armor and skin until nothing's left. Nothing but a large puddle of blood.

A spree that continues to happen all around the compound as some quickly race over to help out their leader that they can see is facing off against two enemies just as he lets out an ear piercing scream.

One enemy that they still didn't know what to make out of. Was he a friend or was he a foe? He had the scent of a symbiote but a alpha symbiote.

A scent that couldn't be ignored. Couldn't be placed on the back burner as it has a scent of their leader.

Their chosen leader ever since their encounter. Ever since these two symbiote alphas had collided inside of the park showing all those present who was the superior symbiote.

Showing all symbiote who they should following. Showing all who was the imposter amongst them.

An understanding that makes a small swarm of symbiotes split up to race off to face off against two foes.

One foe that they had seen use his tremendous strength to get the better of their leader when his back was turned.

A foe that they can't help but attack in a clean motion latching their sharp teeth into his skin causing him to let out screams of pain.

Screams that were like music to their ears until their worlds had gone black one by one when each would feel themselves being forcefully ripped away and being given a vicious punch directly to their skulls.

The other foe was much different. So similar to them. A similarity that they would use to their advantage as they would attempt the same gorilla tactics on their fellow symbiote.

A tactic that had caused their fellow symbiote to scream out in pain also before with a surge of strength that none thought it possessed made quick work of them.

Made quick work of them using sharp tentacles that had shot out of his body out of nowhere to penetrate through their bodies.

Some dying almost instantly. Others being ripped from their spots only to be smashed to the ground and delivered a slash across their throats.

Sights that makes every other symbiote growl at these foes before almost instantly as a fresh scent comes into the air they all go silent to sniff the air.

Sniff the air only to bow their heads down respectfully as they spot her. Their queen standing tall on top of the structure.

A queen that stares down angrily at the scene happening around their leader. Staring down with a look of vengeance across her face.

A queen that they can't help but scream out as they hear her letting out an ear piercing scream. A scream before they quickly charge forward in unison at their enemies as their queen leaps off the compound to land by their leader.

Unable to keep the smile from coming across his face from seeing the woman that a short time ago he had thought was going to be lost standing by his side once again before slowly he looks back forward to find the symbiote swarm colliding with their enemies.

" I like your outfit."

Feeling her lips flickering upward for a split second instantly as she sees Venom smashing away a small group of symbiotes that had taken to the air growling over towards him without any hesitation rearing back instantly Black Cat lets out an ear piercing scream before she charges forward towards the symbiote.

The symbiote that turns to look her way just in time to feel a vicious slash being delivered across its face causing it to let out an ear piercing scream in pain.

Pain that only intensifies as he feels Black Cat unleashing slash after slash across his body as he continues to be attacked by the rest of the swarm present.

A swarm that he can't help but be shocked at seeing them acting this way. Acting this way against their true leader.

Acting out against him. But no matter. He would deal with them shortly.

Rearing back in a sudden move as it unleashes a tentacle out in her direction only to watch her flip up into the air without having a chance to react instantly Venom lets out a scream in pain when he feels Black Cat cutting his tentacle off in a clean motion.

Ignoring the scream of pain that he is hearing from nearby keeping his attention on the opponent in front of him moving his head to the side causing an incoming strike to fly over his shoulder without giving him a chance to react grabbing a hold of the bigger man's arm in a sudden move Spider-Man flips Cage over his shoulder and sends him down hard into the ground with tremendous force.

Tremendous force that causes the ground to shake before in a sudden move he shoots out web line after web line that lands clean against each of Cage's arms and legs pinning him down into place.

Pinning him down to leap up high into the air before he sends his feet crashing down directly into Cage's face causing a small shock wave to erupt from the ground.

Flipping himself up into the air only to land his feet firmly into Cage's stomach causing the bigger man to cough of blood from the impact just as he leaps back up into the air instantly as he sees Cage breaking his web binds without having a chance to react Spider-Man feels himself being caught in mid air.

Being caught only to quickly escape his clutches with a swarm of symbiotes latch their teeth into Cage from numerous positions.

One hanging off the arm that had just been holding him up. Another latched deep into the side of his neck.

Latched on deep causing an opening for him to once again shoot a web string that lands clean into Cage's eyes causing the bigger man to cover his face before he goes on the offensive sending blow after blow into the bigger man's stomach.

Dodging tentacle after tentacle that is being sent her way only to effortlessly chop them off with a flick of her long claws causing more screams of pain to erupt from her opponent racing across the battlefield and over towards Venom seeing the symbiote stalking its way slowly over towards her in a sudden move instantly Black Cat twirls through the air causing a tentacle to soar past her before in a sudden move rearing back she extends her hand out only to have it turn into a blade that lands clean against Venom's shoulder causing the symbiote to scream out in pain.

A scream that is followed by another as she cuts off his extended tentacle in a clean swoop before rearing back she takes off into the air only to pounce on him sending him down to the ground with a thud.

Pounce on top of his chest to only rear back to send slash one after another down towards Venom causing him to scream out in pain with every single slash that lands clean against the symbiote's face sending small traces of symbiote scattering across the cold ground.

Sending more and more pieces of Venom everywhere revealing more and more of the human host underneath before as she sees a tentacle coming her way out of the corner of her eye in a sudden move Black Cat leaps off from his chest avoiding the bladed attack.

A tentacle that she watches be caught firmly between the hands of another before she watches with a flicker of a smile her man send Venom soaring through the air and crashing through a couple of containers.

Containers that instantly crumble from the impact before they are sent flying moments later when Venom snaps up to his feet only to receive a kick for his troubles to the face followed by a vicious claw strike that lands clean across his opposite cheek.

Continuing their attack against their foe in unison as he sees Venom unleashing a tentacle out catching it with ease instantly Spider-Man watches Black Cat cut off the tentacle effortlessly with her own claws before in a sudden motion rearing back in a baseball bat swing motion Spider-Man sends the tentacle smashing against the side of Venom's face causing its head to snap to the side from impact.

A tentacle strike that is followed by another as it feels the top of its head being smashed by the tentacle before instantly as he sees Black Cat coming down from high above the air with her claws out reaching out in a sudden motion Venom catches her to throw her over his shoulder only to let out a scream of pain when it feels her claws scraping down hard across his back.

A scream that is quickly silenced when he feels a boot landing clean against its face causing it to backpedal only to feel a pair of heels crashing into its lower back from behind holding him in place for a vicious punch to land clean against its face.

A punch followed by another causing Venom's head to snap back and forth sending traces of symbiote soaring through the air and onto the ground in pieces.

Stopping his onslaught to grab a hold of the symbiote's chest in a sudden move rearing back Spider-Man sends Venom soaring over his shoulder through the air only to catch up to him to deliver a well placed foot stomp sending the symbiote hard to the ground.

Hard to the ground only to glare down towards his foe seeing traces of the being known as Eddie Brock from just underneath the symbiote staring up dazed at him.

Staring up at him only for his eyes to go wide when in a sudden move reaching down Spider-Man smashes his fist into his neck and through the symbiote in search for the human host underneath.

In search of his intended target that he quickly feels within his finger tips before with a clean motion instantly Spider-Man retracts his hand pulling out Eddie Brock from the symbiote.

Rips out Eddie Brock causing a scream of pain to escape his lips before with a flick of his wrist instantly Spider-Man sends him soaring through the air face first to the ground.

Hearing the sound of a growl coming from the ground snapping his eyes back down towards the ground seeing the remains of Venom slowly inching its way towards him in a sudden move rearing back Spider-Man sends a web line that lands clean against the symbiote before without any hesitation he starts to twirl the symbiote in the air causing a look of shock to come across Eddie's face from behind.

" What are you doing!?"

Without any hesitation instantly Spider-Man sends the symbiote known as Venom soaring through the air in the direction where once the generator had been only to be replaced by a roaring fire not even noticing Eddie's eyes going as wide as saucers.

" No!"

Hearing the sound of once his alter ego letting out an ear piercing scream from deep within the fires snapping up to his feet just as he starts to race over instantly Eddie comes to a complete stop with his eyes going as wide as saucers.

Wide as saucers when he feels something sharp driving through his chest from behind. Something that causes him to look down only to have his eyes widen further when he sees a black blade sticking out from his chest.

A blade that he slowly watches retract out of his chest causing him to look over his shoulder to find Black Cat staring angrily at him.

Staring with a look of pure hatred only for the look to disappear into a sinister smile. A smile that sends a chill up and down his spine as he sees her eyes leaving his own to look over his shoulder.

Something that causes him to do the same before instantly his eyes widen when he feels himself being lifted off the ground by his throat by Spider-Man.

" It's time Eddie."

Unable to keep the look of pure fear from coming across his face before he has a chance to respond instantly Eddie's world goes black when a loud snap echoes through the air.

Discarding the remains of once his greatest rival off to the side with a flick of his wrists turning his sights back towards Black Cat seeing her walking over towards him with an extra sway in her hips without any hesitation ripping the mask off from his face reaching out Spider-Man takes her quickly into his arms to crash his lips to her own.

A kiss that he deepens as the sound of the symbiotes screams fill the air. Symbiotes that continue to swarm the compound surrounding their two leaders. Surrounding their king and queen.

* * *

Staring down towards the city with a smile lurking just underneath his mask hearing the sound of a silent purr coming from just behind him causing his smile to only widen without having a chance to react Spider-Man's face breaks out into a bright smile when he feels a familiar pair of arms wrapping around his waist from behind.

" Well darling, I promised you this city and it's yours. What do you desire?"

" Is that a trick question?"

Hearing the sound of her purrs only getting louder feeling his mask being tugged upward without putting up any resistance Spider-Man feels his head being turned until he feels Black Cat pressing her lips to his own.

" They await your command."

Feeling his lips curling up into a smile turning in her embrace to take her into his arms reaching up gently Spider-Man starts to stroke her hair when he feels her burying her face into his chest causing her to let out purrs with every single stroke.

" They can wait my queen. I have all that i need right here."

Feeling her lips curling up into a bright smile unburying her face from his chest leaning up Black Cat captures his lips once again before she pulls back to smile at him.

" It's a boy."

Instantly Spider-Man's eyes go as wide as saucers causing Black Cat's smile to widen.

" Really? How?"

" When i was being reborn, I felt another presence within me besides the symbiote. It told me that it is a child. Your child. Our baby boy."

Feeling his lips curling into a wide smile without giving her a chance to react in a sudden move Spider-Man twirls Black Cat around in the air causing her to let out a small laugh as her arms come to rest behind the back of his neck.

" He's going to be just like his father. I just know it."

" Well then i better get started finding him a kick ass cat lady then huh?"

Letting out a small laugh unable to keep the wide smile from coming across her face nodding her head leaning forward gently Black Cat pecks him on the lips.

" Our audience is getting restless."

Nodding his head gently against her own keeping an arm gently around her waist with a tug slowly Spider-Man pulls Black Cat over towards the edge of the balcony.

" I always believed that with great power came great responsibility."

" And now?"

" I never knew what power was."

Looking down in a sudden move slowly Spider-Man raises up his free hand causing ear piercing screams to echo through the sky.

Screams coming from the streets below. Screams coming from every street corner. Screams coming from nearby symbiotes that are lurking on the walls.

Screams that continue to echo through the air as Spider-Man turns his attention back towards Black Cat to bring her into a deep kiss.


End file.
